Key Resolution Details

  • Item No. 1: Approval of material related party transactions with Leela BKC Holdings Private Limited ("Leela BKC") for construction and other purposes
  • Resolution Type: Ordinary Resolution
  • Maximum Transaction Value: INR 4,500 million (within one year from shareholder approval)
  • Purpose: Funding for Project Activities including additional FSI purchase, regulatory/construction approvals, development expenditures, working capital requirements, and other project-related costs

Transaction Structure

The proposed transactions will include:

  • Subscription to securities (including debt instruments) issued by Leela BKC
  • Repayment or redemption of securities subscribed by the Company in Leela BKC
  • Receipt or payment of interest/dividends/other distributions on such instruments
  • Reimbursement of ordinary course business expenses (legal/technical consultants' fees, administrative/statutory costs)

Funding Breakdown

  • Existing Approved Limit: INR 1,525 million (approved by Audit Committee on April 28, 2026 for FY2026-27)
  • Already Utilized: INR 1,250 million (subscribed to NCDs issued by Leela BKC)
  • Unutilized Balance: INR 275 million
  • Incremental Approval Sought: INR 2,975 million
  • Total Approval Limit: INR 4,500 million

Project Background

Leela BKC is a joint venture between:

  • Leela Palaces Hotels & Resorts Limited (49.99%)
  • Schloss Chanakya Private Limited (wholly owned subsidiary, 0.01%)
  • Arliga Ecospace Business Parks Private Limited (affiliate of Brookfield Asset Management Ltd, 50%)

The joint venture was awarded leasehold rights over a 2.1-acre parcel (Plot No. C-80, 'G' Block) in Bandra Kurla Complex by MMRDA for 80 years (letter dated June 2, 2025). Lease deed executed in September 2026.

Project Details

  • Project Type: Mixed-use development
  • Components: 250-key luxury hotel + approximately 700,000 sq ft commercial office space
  • Total Estimated Cost: INR 40,560 million (excluding interest during construction)
  • Hotel Component Cost: INR 16,230 million
  • Company's 50% Stake in Hotel: Estimated INR 8,000 million (land + capex)
  • Lease Premium Paid: INR 13,021.5 million

Strategic Rationale

BKC is Mumbai's key central business district with limited luxury hotel supply. The project offers superior accessibility and premium office catchment. The company plans to eventually separate office and hotel components, divesting entire interest in office while retaining 50% in hotel component (subject to further evaluation and approvals).

Voting Details

  • Cut-off Date: October 9, 2026
  • Remote E-voting Period: October 17, 2026 (9:00 AM IST) to November 15, 2026 (5:00 PM IST)
  • E-voting Service Provider: National Securities Depository Limited (NSDL)
  • Scrutinizers: Ms. Komal Shrimankar and Mr. Shivaganga Muralidhar Pramod (BMP & Co. LLP)
  • Result Declaration: On or before November 17, 2026

Financial Information on Leela BKC (FY2025-26)

  • Turnover: INR 0
  • Profit After Tax: INR 5.61 million
  • Net Worth: INR 1,355.47 million
  • Credit Rating: ICRA A- (Stable)

Historical Transactions with Leela BKC

  • FY2025-26: Reimbursement/management fees/technical fees - INR 2.21 million; ICDs/debt instruments - INR 1,200 million
  • FY2026-27 (to date): INR 1,250 million invested in NCDs

Interest Rate Terms

The interest rate applicable to transactions shall be determined on arm's-length basis, estimated within range of 10.5% to 15% per annum, based on prevailing MCLR or similar market lending benchmark.

Documents Available for Inspection

All documents referred to in the notice are available for inspection on working days between 11:00 AM to 5:00 PM IST from notice date until November 15, 2026 at company offices.