Nature of Disclosure: Regulatory filing pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regarding the registration of a Settlement Agreement and Cancellation Agreement.
Parties Involved: The agreement is between The Ruby Mills Limited ("the Company") and Mindset Estates Private Limited ("the Developer").
Background and Purpose: This disclosure is in continuation of earlier company disclosures dated January 3, 2025, and December 12, 2025, regarding mediation proceedings. The purpose of the agreement is to give legal effect to the cessation and termination of a Development Agreement between the parties, following mediation proceedings before Hon'ble Justice Sharukh J. Kathawala (Retd.).
Key Developments:
- A Settlement Agreement has been executed pursuant to the mediation proceedings.
- A Cancellation Agreement has been executed to terminate the Development Agreement.
- Both agreements were registered on July 17, 2026, with the Office of the Sub-Registrar of Assurances, Mumbai, under the provisions of the Registration Act, 1908.
Significant Terms:
- The Settlement Agreement constitutes a full and final settlement between the parties.
- The Cancellation Agreement formally records the cessation and cancellation of the Development Agreement.
- All rights and obligations of the parties are now governed by these registered documents.
Financial Impact:
The company explicitly states that the registration does not alter the commercial terms, rights, obligations, asset allocation, or financial impact previously disclosed. No additional financial impact is expected arising solely from the registration of these agreements, as all impacts have been appropriately considered in previous financial statements and disclosures.
Corporate Relationships:
The company confirms that Mindset Estates Private Limited is not related to the promoter/promoter group/group companies in any manner. The transaction does not qualify as a related party transaction.
Additional Details:
- The company holds no shareholding in Mindset Estates Private Limited.
- The agreement does not involve any special rights such as board appointments, share subscription rights, or capital structure changes.
- No shares were issued as part of this agreement.
- No potential conflicts of interest or other nominee director arrangements are noted.
Regulatory Compliance:
This disclosure is made in the interest of transparency and good corporate governance under SEBI LODR Regulation 30.