1. Financial Results Approval

The Board considered and approved the Unaudited Financial Results (Standalone and Consolidated) of the Company for the 2nd Quarter and half year ended 30th September, 2026, as recommended by the Audit Committee.

2. Limited Review Report

The Board noted the Limited Review Report on the aforesaid Financial Results issued by the Statutory Auditors, M/s Chatterjee & Chatterjee, Chartered Accountants.

3. Related Party Transaction

The Board approved a related party transaction with Rollatainers Limited in accordance with section 177, 179 and 188 of the Companies Act 2013 and Regulation 23 and other applicable provisions of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, subject to the approval of the Shareholders.

4. Postal Ballot Process

The Board approved the Notice of Postal ballot and appointed S Khurana & Associates to act as the Scrutinizer for conducting the e-voting process/ballot process in a fair and transparent manner.

Financial Results Details

Standalone Financial Performance (Q2 FY27)

  • Income from Operations: ₹88.63 lakh (Q2 FY26: ₹88.63 lakh)
  • Net Sales/Revenue: ₹70.00 lakh (Q2 FY26: ₹70.00 lakh)
  • Other Income: ₹18.63 lakh (Q2 FY26: ₹18.63 lakh)
  • Total Expenses: ₹152.34 lakh (Q2 FY26: ₹115.04 lakh)
  • Loss before Tax: ₹(63.70) lakh (Q2 FY26: ₹(26.41) lakh)
  • Net Loss: ₹(63.70) lakh (Q2 FY26: ₹(26.41) lakh)
  • EPS (Basic & Diluted): ₹(0.01) (Q2 FY26: ₹(0.01))

Consolidated Financial Performance (Q2 FY27)

  • Income from Operations: ₹110.10 lakh (Q2 FY26: ₹109.22 lakh)
  • Net Sales/Revenue: ₹89.41 lakh (Q2 FY26: ₹88.53 lakh)
  • Other Income: ₹20.69 lakh (Q2 FY26: ₹20.69 lakh)
  • Total Expenses: ₹209.73 lakh (Q2 FY26: ₹186.95 lakh)
  • Loss before Tax: ₹(99.63) lakh (Q2 FY26: ₹(77.73) lakh)
  • Net Loss: ₹(99.63) lakh (Q2 FY26: ₹(77.73) lakh)
  • EPS (Basic & Diluted): ₹(0.01) (Q2 FY26: ₹(0.01))

Half-Year Performance (HY FY27)

Standalone:

  • Total Income: ₹153.05 lakh (HY FY26: ₹177.13 lakh)
  • Net Loss: ₹(170.45) lakh (HY FY26: ₹(41.61) lakh)

Consolidated:

  • Total Income: ₹202.74 lakh (HY FY26: ₹222.83 lakh)
  • Net Loss: ₹(254.75) lakh (HY FY26: ₹(141.21) lakh)

Segment Information (Consolidated)

The company operates in two segments: Real Estate and Hospitality.

Q2 FY27 Segment Revenue:

  • Real Estate: ₹70.00 lakh
  • Hospitality: ₹19.41 lakh
  • Total: ₹89.41 lakh

Q2 FY27 Segment Results (Loss before tax):

  • Real Estate: ₹(109.39) lakh
  • Hospitality: ₹(10.93) lakh
  • Total: ₹(120.32) lakh

Significant Notes to Financial Results

5. Enforcement Directorate Attachment Order

A Provisional Attachment Order No. 09/2024, issued via email dated 13.09.2024 by the Deputy Director posted at the Gurugram Zonal Office, Directorate of Enforcement, New Delhi, has been passed against the company and its subsidiaries and associates. This order pertains to the provisional attachment of immovable properties and investments held in the group's name, vide reference number F.No.ECIR/GNZO/14/2024, dated 05.09.2024, and includes the attachment of shares held by the promoter company. The management states this order does not affect the business operations of the Group. Financial impact not quantified in the disclosure.

6. Preference Share Conversion

During the year ended 31st March 2025, the Board and shareholders proposed variation/alteration in the terms of preference shares. Allotment of 2,35,50,530, 10% Compulsory Convertible Preference Shares ('CCPS') of ₹10/- each, convertible into 2,35,50,530 Equity shares of the face value of ₹1/- each at a price of ₹9.50/- per share (including Premium of ₹8.50/-) in lieu of 39,44,960, 10% Non-Cumulative Non-Convertible Redeemable Preference Shares ('RNCPS') of ₹10/- each.

The Company received "In principle" approval from BSE Limited vide letter no. LOD/PREF/AM/FIP/1168/2024-25 on 17th November, 2025. The company issued CCPS on 27 February 2026.

During the quarter ended 30th September, 2026, the Board approved the conversion and allotment of 2,35,50,530 CCPS into an equivalent number of fully paid-up equity shares of face value ₹1 each. The application for listing approval of these equity shares has been submitted to BSE Limited, and listing approval is pending as of the date of approval of these financial results.

7. Convertible Warrants

On February 07, 2024, the Company issued 1,82,00,000 Convertible Warrants on a preferential basis to 4 allottees (non-promoters). On February 08, 2024, 46,00,000 equity shares were allotted against warrants. The remaining 1,36,00,000 warrants lapsed during the previous year upon expiry of the conversion period and the initial subscription amount was forfeited.

8. Labour Codes Implementation

On 21 November 2025, the Government of India notified four new Labour Codes. Based on assessment, the impact is not material to the financial results. The Company continues to monitor Central and State Rules.

Cash Flow Statements

Standalone (HY FY27):

  • Net cash used in operating activities: ₹(14.12) lakh
  • Net cash from investing activities: ₹8.88 lakh
  • Net decrease in cash: ₹(5.24) lakh
  • Cash at beginning: ₹17.01 lakh
  • Cash at end: ₹11.77 lakh

Consolidated (HY FY27):

  • Net cash used in operating activities: ₹(12.05) lakh
  • Net cash from investing activities: ₹5.02 lakh
  • Net decrease in cash: ₹(7.03) lakh
  • Cash at beginning: ₹33.96 lakh
  • Cash at end: ₹26.93 lakh

Auditor's Emphasis of Matter

The statutory auditors, Chatterjee & Chatterjee, highlighted:

1. The provisional attachment order from the Enforcement Directorate

2. Trade payables, trade receivables and other loans and advances are subject to reconciliation and confirmation

3. For consolidated results: Material uncertainty related to going concern of Aerthaa Luxury Homes Private Limited (subsidiary) which has accumulated losses of ₹195.31 lakhs as at September 30, 2026

4. Loans & Advances and other recoverables and payables with related parties are subject to reconciliations and confirmations

The auditors' conclusion is not modified in respect of these matters.