Prozone Realty Limited
Prozone Realty Limited has disclosed that its shareholders approved a special resolution through postal ballot (remote e-voting) for disinvestment/sale of stake in material subsidiaries and hiving off of identified assets of selected subsidiaries. The approval was based on the Scrutinizer's Report dated June 01, 2026.
Transaction Details
Intra-Group Transactions:
Alliance Subsidiary:
- Net worth: INR 17,349.13 Lakhs (22.26% of company total)
- Estimated consideration: Rs. 44 Crores approximately (subject to mutual agreement and gross accounting adjustments)
- Buyer: Prozone Horizons Private Limited (wholly owned subsidiary of Prozone Realty)
- Buyer business: Construction and development of commercial and residential projects
- Transaction exempt under Regulation 23(5) of SEBI LODR Regulations 2015 as it involves two wholly owned subsidiaries
Empire Subsidiary:
- Net worth: INR 24,611.41 Lakhs (31.57% of company total)
- Estimated consideration: Rs. 13 Crores approximately (subject to mutual agreement and gross accounting adjustments)
- Buyer: Hagwood Commercial Developers Private Limited (wholly owned subsidiary of Prozone Realty)
- Buyer business: Construction and development of commercial and residential projects
Third-Party Transaction:
Sale to Inorbit Malls (India) Private Limited:
- Aggregate gross consideration: Approximately Rs. 1,242.50 Crores (Rupees Twelve Hundred Forty-two Crores Fifty Lakh only)
- Covers sale of shareholding in Alliance, Kruti, and Empire subsidiaries
- Consideration to be adjusted for other assets & liabilities on closing, excluding applicable taxes
- Buyer: Inorbit Malls (India) Private Limited or its affiliate(s)
- Buyer business: Mall Business
- Not a related party transaction
- Buyer does not belong to promoter/promoter group or group companies of Prozone Realty
Subsidiary Financials (FY 2024-25):
Alliance:
- Turnover: INR 5,927.23 Lakhs (33.16% of company total)
- Net worth: INR 17,349.13 Lakhs (22.26% of company total)
Empire:
- Turnover: INR 6,271.36 Lakhs (35.09% of company total)
- Net worth: INR 24,611.41 Lakhs (31.57% of company total)
Kruti:
- Turnover: INR Nil Lakhs (0% of company total)
- Net worth: INR -2.42 Lakhs (0% of company total)
Transaction Timeline:
- Agreement not yet executed for any transactions
- Expected completion: Within 90 days of passing shareholder resolution for intra-group transactions; within 90 days of execution of Share Purchase Agreement subject to completion of conditions for third-party transaction
- Company is in process of obtaining shareholder approval for proposed sale/transfer of shares held in Alliance, Kruti and Empire in compliance with Regulation 24(5) and 37A of LODR Regulations
Voting Results:
- Total shares voted: 152,602,883 (66.7337% of total share capital)
- Votes in favor: 101,837,543
- Votes against: 100,724,351
- Resolution passed with requisite majority
- Public non-institutional shareholders approval: 99.6314%
- Votes cast in favor by public shareholders exceeded votes cast against as per Regulation 37A of SEBI LODR Regulations