Key Financial Figures (₹ in Lakhs)

  • Revenue from operations: ₹7,038.51 (FY 2024-25: ₹8,633.14)
  • Expenditure: ₹1,933.74 (FY 2024-25: ₹2,544.52)
  • Profit before depreciation & tax: ₹5,137.07 (FY 2024-25: ₹6,088.62)
  • Depreciation: ₹32.30 (FY 2024-25: ₹56.72)
  • Profit before tax: ₹5,104.77 (FY 2024-25: ₹6,031.90)
  • Tax expense: ₹1,505.00 (FY 2024-25: ₹1,380.00)
  • Profit after tax: ₹3,599.76 (FY 2024-25: ₹4,651.91)
  • Other comprehensive income: ₹24.68 (FY 2024-25: ₹8.08)
  • Total comprehensive income: ₹3,624.44 (FY 2024-25: ₹4,659.99)
  • EPS: ₹16.13 (FY 2024-25: ₹20.84)

Operational Highlights

Revenue from operations consists of revenue recognized under the Second Amended and Reinstated Joint Development Agreement (JDA) dated August 6, 2025 with SPR Construction Private Limited amounting to ₹6,550.86 lakhs.

AGM Details

The 57th Annual General Meeting will be held on Monday, September 7, 2026 at 12:00 Noon IST through Video Conferencing/OAVM. The venue shall be deemed to be the Registered Office at No.1, Cooks Road, Perambur, Chennai - 600012.

Business to be Transacted

Ordinary Business:

1. To receive, consider and adopt Audited Financial Statements for FY ended March 31, 2026

2. To reappoint Mr. James Richard William (DIN: 06752954) as Director who retires by rotation

Special Business:

3. To appoint RLS & Associates, represented by its proprietor Mr. Rajiblochan Sarangi, Company Secretary in practice as Secretarial Auditors for the Company for a consecutive term of five years from FY 2025-26 to FY 2029-30

Board Composition Changes

During FY 2025-26:

  • Mr. Natarajan Prasanna resigned from the Board effective April 24, 2025
  • Mr. Rajeev Bakshi and Mrs. Jamuna were removed as Directors by shareholders at the 56th AGM held on December 31, 2025

Current Board as on March 31, 2026:

1. Shri Sathyanarayanan Balakrishnan - Whole-Time Director

2. Shri Nutrajan Ramesh - Non-executive Director

3. Smt Nilima Sathyanarayanan - Non-executive Director

4. Shri James Richard Williams - Non-executive Director

5. Shri Shankaran Sundar Raman - Independent Director

6. Shri Dr. N. Ramamurthy - Independent Director

7. Shri R. Subramanian - Independent Director

8. Shri N. Kumaraguru - Independent Director

Key Managerial Personnel Changes

  • Mr. Sudhir Anand appointed as Company Secretary & Compliance Officer effective December 5, 2025, resigned January 5, 2026
  • Mr. Nellandi Devan Yuvaraj appointed as Chief Financial Officer effective August 1, 2025

Joint Development Agreement with SPR Construction

Executed Second Amended & Reinstated JDA on August 6, 2025 after shareholder approval under section 180 of Companies Act, 2013. Key terms:

  • 53.18 lakh sq. ft. of saleable area settled through lump sum payment
  • Balance saleable area (total contemplated 120 lakh sq. ft.) under area sharing model
  • Arbitration proceedings fully and finally settled

Joint Development Agreement with Osian Constructions

Executed JDA on March 3, 2026 for 12.43 acres land at Valasaravakkam. Key terms:

  • Total estimated revenue: ₹1,486 crores
  • Company's estimated share: ₹693 crores
  • Development model: Stilt + 5 floors
  • Revenue sharing: Base FSI - 50% each, Premium FSI - Company 27%, Developer 73%
  • Refundable security deposit: ₹50 crores

SEBI Order and SAT Appeal

The Company filed an appeal before Securities Appellate Tribunal (SAT) against SEBI Order dated July 31, 2024. SAT granted interim stay. The Company has complied with SEBI's directions by executing sale deeds for lands taken over from MBDL:

  • Four sale deeds executed between June 25, 2025 and September 11, 2025
  • Total consideration: ₹219.85 crores (including TDS)
  • Total extent: 112.72 acres

SFIO Investigation

The Ministry of Corporate Affairs ordered investigation by Serious Fraud Investigation Office into the affairs of the Company vide order dated July 23, 2024 under section 212(1)(a)(c) of Companies Act, 2013.

Dividend

No dividend recommended for the year ended March 31, 2026.

Share Capital

  • Authorized capital: Equity shares ₹1,141.00 lakhs, Preference shares ₹27,159.00 lakhs
  • Issued, subscribed and paid-up capital: ₹1,115.97 lakhs (22,319,410 equity shares of ₹5 each)
  • No change in share capital during the year

Auditors

  • Statutory Auditors: M/s Venkatesh & Co., Chartered Accountants (appointed for 5 years till 60th AGM)
  • Secretarial Auditor: RLS & Associates (proposed for appointment for 5 years from FY 2025-26)

Regulatory Penalties

Paid ₹15.00 lakhs on December 10, 2025 towards penalty imposed by SEBI under adjudication order dated October 30, 2025 (ORDER/JS/RJ/2025-26/31748-31752).

Related Party Transactions

Advance to associate Binny New Re Energy Limited: ₹263.11 lakhs (repayable on demand)

Corporate Social Responsibility

  • CSR obligation for FY 2025-26: ₹87.91 lakhs
  • Amount spent during the year: ₹8.00 lakhs
  • Shortfall carried forward: ₹79.91 lakhs

E-Voting Details

  • Remote e-voting period: September 4, 2026 (9:00 AM) to September 6, 2026 (5:00 PM)
  • Cut-off date: August 7, 2026
  • Scrutinizer: Mr. P. Sriram, Practicing Company Secretary

Book Closure

Register of Members and Share Transfer books will remain closed from September 5, 2026 to September 7, 2026 (both days inclusive).