Date: September 29, 2026

Board Meeting Outcomes

Pursuant to the meeting of the sub-committee of the Board of Directors dated September 29, 2026 (concluded at 07:30 p.m.), the Company has executed transaction documents for a significant investment in its material wholly owned subsidiary.

Disinvestment / Strategic Actions

Entity Involved: Prestige Hospitality Ventures Limited (PHVL), a public limited company incorporated in India under the Companies Act, 2013. Registered office: Prestige Falcon Tower, No. 19, Brunton Road, Bangalore, Karnataka, India, 560025.

Transaction Details:

  • CPP Investment Board Private Holdings (4) Inc. (CPPIB) proposes to invest up to INR 30,00,00,00,000 (Indian Rupees Three Thousand Crores) in PHVL.
  • Investment represents an aggregate stake of approximately 27% in PHVL.
  • Transaction structured through combination of primary infusion and secondary purchase.

Transaction Structure (Three Tranches):

1. Tranche 1:

  • Company will receive INR 950,00,00,000 (Indian Rupees Nine Hundred and Fifty Crores) for sale of equity shares of PHVL to CPPIB (secondary purchase).
  • PHVL will receive INR 550,00,00,000 (Indian Rupees Five Hundred and Fifty Crores) for issuance of Series A Compulsorily Convertible Preference Shares of face value INR 10 to CPPIB (primary infusion).

2. Tranche 2:

  • PHVL will receive INR 750,00,00,000 (Indian Rupees Seven Hundred and Fifty Crores) for issuance of Series B Compulsorily Convertible Preference Shares of face value INR 10 to CPPIB (primary infusion).

3. Tranche 3:

  • PHVL will receive INR 750,00,00,000 (Indian Rupees Seven Hundred and Fifty Crores) for issuance of Series C Compulsorily Convertible Preference Shares of face value INR 10 to CPPIB (primary infusion).

Governance Rights: Upon consummation, CPPIB will be entitled to:

  • Exercise certain governance rights in relation to PHVL
  • Affirmative voting rights on specified matters
  • Exit rights through either:
  • Initial public offering of PHVL shares, or
  • Put option right against the Company and PHVL for purchase of CPPIB's shareholding after 5 years from transaction consummation

Financial Impact:

  • PHVL contributed standalone turnover/revenue of INR 3,458.96 million
  • Prestige Estates Projects Limited consolidated turnover/revenue: INR 131,955 million

Timeline:

  • Transaction Documents executed on September 29, 2026
  • Completion subject to receipt of all necessary approvals (including Competition Commission of India) and completion of conditions precedent
  • First tranche expected to be completed within 60 days

Counterparty Details:

  • Buyer: CPP Investment Board Private Holdings (4) Inc., incorporated under laws of Canada
  • CPPIB is a global investment management organization managing Canada Pension Plan Fund
  • Not related to promoter/promoter group/group companies of Prestige Estates

Regulatory Status:

  • Transaction does not fall within related party transactions
  • Not a slump sale or part of Scheme of Arrangement