Nature of the Disclosure

Marathon Nextgen Realty Limited has filed a regulatory disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, containing a Notice of Postal Ballot seeking shareholder approval for material related party transactions.

Key Quantitative Figures

The company seeks approval for making investment in and/or providing loan to, and/or providing guarantee/security to secure loan availed by Swayam Realtors and Traders LLP up to an aggregate amount not exceeding ₹1,000 crore (Rupees One Thousand Crores only) in one or more tranches.

Previous transactions with the related party include:

  • FY 2025-2026: Loan of ₹0.43 Crores
  • Q1 FY 2026-27: ₹3.08 Crores
  • Q2 FY 2026-27: ₹6.88 Crores

The proposed transaction represents 201.56% of the listed entity's annual consolidated turnover for the immediately preceding financial year and 267.05% of the related party's annual turnover.

Swayam Realtors' financial performance for FY 2025-2026:

  • Turnover: ₹374.46 Crore
  • Profit After Tax: ₹49.34 Crore
  • Net worth: ₹480.00 Crore

Dates of Action

The Cut-off date for determining members eligible to vote is Friday, October 30, 2026.

The e-voting period commences from Wednesday, November 4, 2026 at 9:00 a.m. and ends on Thursday, December 3, 2026 at 5:00 p.m.

The results of the remote e-voting will be announced on or before Saturday, December 5, 2026.

The Board of Directors approved the transaction and appointment of scrutinizer in their meeting held on Saturday, October 31, 2026.

Parties Involved

  • Marathon Nextgen Realty Limited (Scrip Code: 503101, Symbol: MARATHON)
  • Swayam Realtors and Traders LLP - Joint Venture with Company's partnership interest of 40%
  • Adroit Corporate Services Private Limited - Registrar and Transfer Agent
  • CS. Pushpal Sanghavi - Designated Partner of M/s. M P Sanghavi & Associates LLP, appointed as Scrutinizer
  • NSDL - Agency for providing e-voting system

Purpose and Rationale

The proposed transactions are intended to facilitate Swayam Realtors for securing requisite funding for its business operations and projects on commercially viable terms and to facilitate restructuring of the LLP's partnership interests. The support is expected to safeguard and enhance the value of MNRL's investment in the LLP.

Financial and Operational Impact

The transactions will involve:

1. Investments from QIP funds and internal accruals

2. Loans & advances for execution of projects by related party

3. Guarantees and securities for borrowing from banks/lenders/statutory authorities

Tenure of proposed transaction: 5 years

Source of funds: QIP funds & internal accruals

Borrowing cost range: 9.5% - 12.50%

Capital Structure Impact

The company holds 40% capital contribution in the related party (Swayam Realtors and Traders LLP). No shareholding of related party in the company.

Related Party Disclosures

Promoter/Directors with interest in the transaction:

  • Chetan R Shah (Indirect through MNRL having 40% stake)
  • Mayur R Shah (Indirect through MNRL having 40% stake)
  • Shailaja C Shah (Indirect through MNRL having 40% stake)
  • Kaivalya C Shah (Indirect through MNRL having 40% stake)
  • Samyag M Shah (Indirect through MNRL having 40% stake)

Related party credit rating: BBB+/Stable by Infomerics Ratings

No defaults recorded over the last three financial years.

Voting Arrangements

The notice is being sent electronically only to members whose email addresses are registered. Members can vote through NSDL e-Voting system using various login methods depending on their shareholding pattern (demat with NSDL, demat with CDSL, or physical shares).

In terms of Regulation 23 of Listing Regulations, no related party shall vote to approve the resolution, irrespective of whether such related party is a party to the particular transaction or not.