AGM Details

  • Date and Time: Monday, September 28, 2026 at 12:00 Noon IST
  • Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Record Date for Dividend: September 18, 2026
  • E-voting Period: September 25, 2026 (9:00 am IST) to September 27, 2026 (5:00 pm IST)
  • Cut-off Date for Voting Rights: September 22, 2026

Ordinary Business

1. Adoption of audited financial statements and consolidated financial statements for FY ended March 31, 2026, together with reports of Board of Directors and Auditors.

2. Declaration of final dividend of 20% i.e. ₹1 per equity share (face value ₹5 each) for FY ended March 31, 2026.

3. Re-appointment of Mr. Kaivalya Chetan Shah (DIN: 03262973) who retires by rotation.

4. Re-appointment of Mr. Samyag Mayur Shah (DIN: 06884897) who retires by rotation.

Special Business

Item 5: Ratification of Cost Auditor Remuneration

  • Purpose: To ratify remuneration payable to Cost Auditors for FY ending March 31, 2027
  • Cost Auditor: M/s. Manish Shukla & Associates (FRN: 101891)
  • Amount: ₹1,55,000/- plus applicable taxes and out-of-pocket expenses
  • Board Approval Date: May 27, 2026
  • Resolution Type: Ordinary Resolution

Item 6: Material Related Party Transaction with Holding Company

  • Related Party: Marathon Realty Private Limited (MRPL) - Holding Company
  • Nature of Transactions: Grant of Loan/Advances/Securities/Guarantee; receiving business advances; providing inter-corporate advances/transfer of resources/services/obligations
  • Aggregate Value: Up to ₹1000 crores
  • Term: To be entered into till AGM 2027 at arm's length terms
  • Specific Provision: Loan amount to be utilized solely for principal business activities of borrowing entity
  • Historical Transactions: FY 2025-26 - ₹173.23 crores; Q1 FY 2026-27 - ₹19.95 crores
  • Materiality: 201.57% of listed entity's annual consolidated turnover
  • Resolution Type: Special Resolution

Item 7: Material Related Party Transactions with Subsidiary/JV Companies

Approval sought for transactions with four entities:

1. Sanvo Resorts Private Limited (Subsidiary)

  • Nature: Loans & advances for project execution
  • Limit: Up to ₹400 crores
  • Historical: FY 2025-26 - ₹216.76 crores; Q1 FY 2026-27 - ₹7.36 crores
  • Materiality: 80.63% of consolidated turnover

2. Nexzone Fiscal Services Private Limited (Subsidiary)

  • Nature: Loans & advances for project execution
  • Limit: Up to ₹300 crores
  • Historical: FY 2025-26 - ₹75.87 crores; Q1 FY 2026-27 - ₹16.28 crores
  • Materiality: 60.47% of consolidated turnover

3. Swayam Realtors & Traders LLP (Joint Venture)

  • Nature: Loans & advances for project execution
  • Limit: Up to ₹300 crores
  • Historical: Q1 FY 2026-27 - ₹3.08 lakhs
  • Materiality: 60.47% of consolidated turnover

4. Sunset Spaces Private Limited (Subsidiary)

  • Nature: Loans & advances for project execution
  • Limit: Up to ₹100 crores
  • Historical: Q1 FY 2026-27 - ₹4.59 crores
  • Materiality: 20.16% of consolidated turnover

Common Terms:

  • All transactions at arm's length till AGM 2027
  • Funds to be utilized solely for principal business activities
  • Resolution Type: Special Resolution

Item 8: Material Related Party Transactions Between Subsidiaries (Company Not a Party)

Approval sought for transactions by Sanvo Resorts Private Limited (unlisted subsidiary) with related parties:

1. Matrix Enclaves Project Developments Private Limited (Group Company with common directors)

  • Nature: Providing loans & advances
  • Limit: Up to ₹200 crores
  • Purpose: Purchase and development of land parcel
  • Return: 20% of gross revenue earned by MEDPPL, targeting 12% CAGR
  • Repayment Timeline: 4 years

2. Marathon Realty Private Limited (Holding Company)

  • Nature: Providing loans & advances
  • Limit: Up to ₹300 crores
  • Historical: FY 2025-26 - ₹40.48 crores
  • Materiality: 136.62% of subsidiary's standalone turnover

Resolution Type: Ordinary Resolution

Composite Scheme Update

The explanatory statement mentions that a Composite Scheme of Amalgamation and Arrangement involving the Company, SRPL and MEDPPL has been submitted to NCLT. Upon effectiveness, land purchased by MEDPPL using loans from SRPL would be transferred to the Company.

Shareholder Communication

  • Notice and annual report sent electronically to members with registered email addresses
  • Physical copies available on request
  • Documents available on company website (https://marathon.in/nextgen/) and NSDL website (www.evoting.nsdl.com)
  • Members can submit questions by September 20, 2026 to cs@marathonrealty.com

Voting Procedures

  • E-voting through NSDL platform
  • Individual shareholders in demat mode can vote through their demat accounts
  • Detailed instructions provided for various shareholder categories
  • Scrutinizer: CS Pushpal Sanghavi (CP No.: 22908) of M P Sanghavi & Associates LLP

Financial Impact

  • Dividend payout amount not quantified in disclosure
  • RPTs may have significant impact on financial position but exact quantification not provided
  • Cost auditor remuneration: ₹1.55 lakhs plus taxes