Prozone Realty Limited
Transaction Completion Details
The Company completed the sale and transfer of equity shareholdings to Inorbit Malls (India) Private Limited on August 24, 2026, following fulfilment of conditions precedent under definitive transaction documents.
Subsidiaries Transferred
- 100% equity shareholding in Kruti Realtors and Developers Private Limited (wholly owned subsidiary)
- 51.95% equity shareholding in Alliance Mall Developers Co. Pvt. Ltd. held by Prozone Realty, together with 48.05% equity held by Kruti
- 34.71% equity shareholding in Empire Mall Private Limited held by Prozone Realty, together with 65.29% equity held by Kruti
Resulting Ownership Changes
Consequent to the transfer of 100% share capital of Kruti (Target Company 1), the Purchaser acquired 100% share capital of Alliance (Target Company 2) and Empire (Target Company 3).
Subsidiary Status Change
With effect from August 24, 2026:
- Kruti, Alliance, and Empire ceased to be subsidiaries of Prozone Realty
- Festivalvalley Developers Pvt. Ltd. (FVDPL), a wholly owned subsidiary of Empire, ceased to be an indirect subsidiary
Transaction Consideration
The aggregate gross consideration for the transaction is INR 1,242.50 crore, unchanged from the original announcement and following completion of Purchaser's due diligence. No adjustments were made to the gross consideration at closing.
Pending Matters
The hiving-off of land assets owned by Alliance and Empire is still under process. The Company is undertaking necessary steps for completion and will make further disclosures upon completion in accordance with SEBI LODR Regulations.
Retained Assets and Future Business
The transaction relates to monetization of operational mall assets. The Company retains:
- 6.4 acres through Hagwood Commercial Developers Private Limited (wholly owned subsidiary)
- 9.82 acres through Prozone Horizons Private Limited (wholly owned subsidiary)
- Approximately 41 acres at Nagpur through Hagwood Commercial Developers Private Limited
- Approximately 43 acres in Indore through Omni Infrastructure Private Limited (subsidiary)
- 26.82% stake (directly and indirectly) in 9.63 acres real estate project at Oshiwara, Andheri under Gajaanan Property Developers Private Limited
The Company will continue real estate development business focusing on commercial and residential segments in Mumbai Metropolitan Region, in addition to developing the retained land parcels through relevant subsidiaries.
Annexure I Details (FVDPL)
- Turnover/revenue contribution: Not applicable as FVDPL was not a subsidiary during last financial year
- Agreement date: Not applicable - FVDPL cessation resulted from transfer of Empire equity
- Expected completion date: Within 10 working days of completion date or mutually agreed date
- Consideration: No additional consideration as sale is consequential to sale of Empire shares
- Buyer: Inorbit Malls (India) Private Limited (Mall Business)
- Buyer relation: Not belonging to promoter/promoter group or group companies of Prozone Realty
- Related party transaction: No
- Scheme of Arrangement: Not applicable
- Slump sale: Not applicable