EMBASSY DEVELOPMENTS LTD

Indiabulls Real Estate Limited is one of the largest real estate companies in India with a well-diversified presence in residential real estate development across the spectrum, from affordable to mid-income to premium to the super-luxury space. Geographically, the Company has more than 95% of its portfolio in Indian strategic locations of Mumbai Metropolitan Region (MMR) and the National Capital Region (NCR) in India. The Company is one of the largest real estate company with a Gross Development Value of Rs 30,130 crore, and net worth of Rs 6,740.23 Crore as of 31 March 2023 and with 17 ongoing projects with total Saleable Area of 12.4 million sq. ft. under its wing. Further it has commercial development with a leasable area of 25.5 million sq.ft. under construction. Additionally the company has a land bank of 1,846 acres and also possesses 1,424 acres of SEZ land at Nasik, Maharashtra. The Company has, through its SPVs/subsidiaries, delivered over 25 million square feet of commercial & residential projects, including the iconic Indiabulls Blu Estate & Club residential towers in Worli, and commercial assets, One Indiabulls Centre and Indiabulls Finance Centre in Lower Parel. Indiabulls Real Estate Ltd was incorporated on April 04, 2006. The company was established with the main objects of carrying on the business of real estate project advisory, project marketing, maintenance of completed projects, engineering, industrial and technical consultancy, construction and development of real estate projects and other related ancillary activities. The real estate undertaking of Indiabulls Financial Services Ltd was de-merged and transferred to the company as a going concern with effect from the appointed date May 01, 2006. During the year 2006-07, Indiabulls entered in a 50:50 joint venture with DLF, Kenneth Builders & Developers (KBD). KBD acquired 35.8 acres of land from Delhi Development Authority through a competitive bidding process for Rs 450 crore to develop residential apartments. Also, they received an 'in principle approval' from Government of India for development of multi product SEZ in the state of Maharashtra. During the year 2007-08, the company diversified significantly in the following business verticals within the real estate space, namely Real Estate Development, Project Advisory & Facilities Management: Residential, Commercial (Office and Malls) and SEZ Development; Power: Thermal and Hydro Power Generation and Retail Business: Department Stores, Hypermarket Stores, Daily Needs Neighbourhood Stores. In July 2007, the company raised USD 400 million through Global Depositary Receipts. During the year, the company received formal approval from the Ministry of Commerce (Government of India) for development of 3,000 acres of Multi Product SEZ in Nashik, Maharashtra, located on the Delhi-Mumbai industrial corridor, being developed as part of Indo-Japan Economic Partnership Agreement. Also, they received formal approval for 2 IT SEZs (25 acres each) located in the Panvel area of Mumbai Metropolitan Region. During the fourth quarter, the company launched Pre-sales at Castlewood Luxury Apartments in South Delhi During the year, Indiabulls Power Generation Ltd, a 100% subsidiary of the company was awarded the Letter of Intent for a 1320 MW Bhaiyathan Thermal Power Project (Bhaiyathan TPP) in Chhattisgarh by Chhattisgarh State Electricity Board. The project includes development of captive mines containing proven reserves of 349 million tonnes of coal. During the year, Indiabulls Wholesale Services Ltd, a 100% subsidiary of the company acquired 63.92% equity stake in Piramyd Retail Ltd through a Share Purchase Agreement. Indiabulls Infrastructure Ltd, a 100% subsidiary of the company acquired 100% shareholding in Catherine Builders fit Developers Pvt Ltd from DLF Home Developers Ltd. In December 27, 2007, Diana Buildwell Pvt Ltd, 100% subsidiary of the company sold their entire holding in Victor Hotels And Motels Ltd. During the year 2008-09, the company acquired the entire paid-up capital of Dev Property Development Ltd, a company incorporated and registered in the Isle of Man, pursuant to a scheme of arrangement. They disposed off investment in one of their wholly owned subsidiary, Shivalik Land Development Ltd. Also, Indiabulls Power Services Ltd, a wholly owned subsidiary company was merged with Sophia Power Company Ltd, a majority owned subsidiary of the company now known as Indiabulls Power Ltd. During the year, the company signed an MoU with Government of Madhya Pradesh for setting up a 2640 MW power plant in the State and another MoU with the Government of Jharkhand for a 1320 MW plant. In the Hydropower space, they signed an MoU with Government of Arunachal Pradesh for 167 MW of hydropower projects. During the year 2009-10, the company has approved to de-merger of the wholesale trading business of the company as a going concern to Indiabulls Wholesale Services Ltd. They disposed of one of their wholly owned subsidiary during the year. In June 2010, they disposed off seven wholly owned subsidiaries. The Board of Directors of Indiabulls Real Estate (IBREL) at its meeting held on 17 January 2011 approved the recommendations of the Restructuring Committee to restructure the power and infrastructure business of the company. The restructuring shall be implemented in terms of a composite scheme of arrangement between Indiabulls Real Estate, Indiabulls Infrastructure and Power Limited (IIPL), Indiabulls Builders Limited (IBL) - a wholly owned subsidiary of the company, Indiabulls Power Limited (IPL) - a 58.6% owned subsidiary of the company, Poena Power Supply Limited (PPSL) - a wholly owned subsidiary of IPL and their respective shareholders and creditors (Scheme). The Scheme provides for restructuring of the share capital of the company, the transfer by way of a demerger of the power business of IBREL as a going concern to IIPL and the amalgamation of IBL (a wholly owned subsidiary of IBREL) into IBREL and various other matters consequential or otherwise integrally connected with the foregoing. As per the Scheme, shareholders of IBREL will get 2.95 equity shares of IIPL for every one equity share held by them on the record date to be fixed by IBREL. On 13 January 2012, Indiabulls Real Estate announced that for the real estate project on 8.39 acres of land at Lower Parel Division, Mumbai, earlier known as Bharat Textile Mills, being developed by M/s Indiabulls Infraestate Limited, a 100% subsidiary of Indiabulls Real Estate (IBREL SPV), M/s IL&FS Trust Company Limited and its group of investors namely IIRF India Realty XXI Limited and Little Fairy Limited (the investors), have invested as aggregate of Rs 200 crore, through subscription to equity in IBREL SPV for an aggregate minority stake of 9.36% of its post issue equity share capital at a valuation of Rs 2136 crore which is at premium of Rs 555.70 crore to the price of Rs 1580.30 crore paid for acquiring Bharat mills (including stamp duty). On 17 August 2013, Indiabulls Real Estate announced that it has purchased the entire stake of FIM Ltd. and its affiliates (managed by Farallon Capital Management LLC and its affiliates, a leading US private equity fund), in its 7 project subsidiaries for a total consideration of Rs 1172.16 crore. FIM Ltd. held 49% equity stake in these JVs and had invested Rs 847.48 crore in 2006 to 2008. With the purchase of FIM's entire stake, these project subsidiaries will now be 100% owned by Indiabulls Real Estate Limited. On 9 July 2014, the promoters of Indiabulls Group mutually agreed to restructure its various business segments and their inter se responsibilities, among themselves so that each of these business segments, receive their focused and undivided attention. Mr. Sameer Gehlaut, shall continue to control, manage and supervise the businesses of Housing Finance, Real Estate, Securities and Wholesale Trading business segments of the Group, headed by its flagship companies namely Indiabulls Housing Finance Limited (IHFL), Indiabulls Real Estate Limited (IBREL), Indiabulls Securities Limited (ISL) and Indiabulls Wholesale Services Limited ( IWSL) with Mr. Rajiv Rattan and Mr. Saurabh Mittal having relinquished all their control, management & supervision rights, in the hands of Mr Sameer Gehlaut, in all these companies and segments and have resigned from the office as directors in IHFL & IBREL. Mr Rajiv Rattan and Mr Saurabh Mittal shall not have any rights &/or interests in 'Indiabulls' Brand. In July 2014, Indiabulls Real Estate acquired the prime property, 22 Hanover Square in Central London for Rs 1630 crore. On 22 July 2015, Indiabulls Real Estate allotted an aggregate of 3.67 crore equity shares of the company at the issue price of Rs 67 and an aggregate of 4.36 crore warrants, convertible into equivalent number of equity shares at an exercise price of Rs 67 per equity share to the Promoter Group entities namely, SG Infralands Private Limited and SG Devbuild Private Limited. On 21 October 2015, Indiabulls Real Estate announced that Westminster City Council has approved the planning permission for redevelopment of 22 Hanover Square, which is being developed by a wholly owned subsidiary of the company. The redevelopment scheme comprises of 41 apartments with 80,000 sqft, 51 hotel rooms with 30,000 sqft of leisure facilities and 4,500 sqft retail and restaurant space facing onto Hanover Square. As part of change of policy from September 2015, Westminster City Council will not allow change of use from office to residential unless in exceptional circumstances. On this basis, the planning permission at 22 Hanover Square is very valuable, being the last remaining major residential scheme approved in Mayfair and London's West End. On 4 May 2016, Indiabulls Real Estate announced that pursuant to the acquisition of 2.76 crore units in Indiabulls Properties Investment Trust (IPIT) on the Singapore Exchange Securities Trading Limited, by Grapene Limited (Grapene), which is an indirect wholly-owned subsidiary of Indiabulls Real Estate, the total number of units, owned and controlled by the company (directly or through its wholly owned subsidiaries) in IPIT has increased from 47.51% to 51.18% and accordingly IPIT has become a majority owned subsidiary of the company. On 3 June 2016, Tapir Realty Developers Ltd, a 100% subsidiary of Indiabulls Real Estate, entered into a Joint Development Agreement with Oricon Properties Pvt. Ltd, a subsidiary of Oricon Enterprises Limited, for development of 7810 sq. mtrs. plot situated at Dr. E. Moses Road, Worli, Mumbai. The Board of Directors of Indiabulls Real Estate Limited at its meeting held on 24 November 2016 approved the proposal of buy-back of up to 6 crore fully paid-up equity shares of the company, being 11.8% approximately of existing paid-up share capital of the company at prevailing market price on Stock Exchanges subject to a price not exceeding Rs 90 per equity share aggregating up to an amount not exceeding Rs 540 crore from the open market through the Stock Exchange mechanism. The proposed buy-back will make the balance sheet of the company leaner by reduction in the overall capital employed in its business, which in turn will lead to higher earnings per share and enhanced return on equity. On 14 March 2017, Indiabulls Real Estate announced that its wholly owned subsidiary Indiabulls Infrastructure Limited (IIL) has signed a definitive agreement to acquire 100% share capital of India Land and Properties Limited (ILPL) for an aggregate consideration of Rs 685 crore, from Indiabulls Distribution Services Limited (a 100% subsidiary of Indiabulls Ventures Limited), and the deal is expected to be completed in the current financial year. Post the completion of the deal ILPL will become 100% owned subsidiary of the company. ILPL owns a commercial complex of 3 towers with a total constructed area of 2.67 million Sq. ft and leasable area of 1.94 million Sq.ft, spread over a total land area of over 8.84 acres situated at No. 14, 3rd Main Road, Ambattur Industrial Estate, Ambattur, Chennai. The said complex has designed in compliance to the National Building Codes by the internationally acclaimed Ms. ZAHA HADID, UK, 'Laureate Pritzker' Prize Winner (2004) and GOLD rated GREEN Building. IBREL IBL Scheme Trust, of which Indiabulls Real Estate Limited is the sole beneficiary, sold 3.3 crore shares of Indiabulls Real Estate on 22 June 2017 at the stock exchanges and realised approximately Rs 662.83 crore at an average price of about Rs 200.85 per share. The sale proceeds would be used for meeting company's funding requirements for ongoing businesses and general corporate purposes or any other purpose approved by Board. On 27 June 2017, Indiabulls Real Estate announced that it has acquired the entire minority stake of 10.08% in Indiabulls Infraestate Limited (IIL), a majority owned material subsidiary of the company, from ILFS Fund entities namely IIRF India Realty XXI Limited, Little Fairy Limited and Vistra ITCL (India) Limited, its minority investors. The aggregate cash consideration paid for the said acquisition is Rs 358.44 crore, including interest of Rs 94.85 crore against their aggregate total investment of Rs 250 crore. With this acquisition, IIL has become a wholly owned subsidiary of the company. IIL is developing a premium integrated marque residential project named Indiabulls Blu' in Worli, Mumbai comprising of 4 residential towers and additionally 2 office towers in the non residential area. IBREL IBL Scheme Trust, of which Indiabulls Real Estate Limited is the sole beneficiary, sold its holding of 95 lakh shares of Indiabulls Real Estate Limited on 27 July 2017 at the stock exchanges and realized approximately Rs 220.4 crore at an average price of about Rs 232 per share. The sale proceeds would be used for meeting the company's funding requirements for its ongoing businesses and general corporate purposes or any other purposes as may be approved by its Board. With this sale, the treasury holding of Indiabulls Real Estate Limited shares by IBREL IBL Scheme Trust is zero. On 11 September 2017, Indiabulls Real Estate announced that the company through its wholly-owned subsidiary, Ashkit Properties Limited, has acquired a prime commercial land admeasuring 13,519 sq. metres on National Highway 8 (Plot No 20, situated in Sector 18, Urban Estate, Gurugram). The said land is situated at a developed prime commercial location, where many leading multi-nationals are operating in nearby vicinity, and will be developed as a commercial complex with an expected leasable area of around 5 lacs sft. The construction of 5 lacs sft. of new office buildings is expected to finish by March 2019. This addition of new office space will further enhance the annuity revenue to Rs 1421 crore in FY 20-21 from the rental properties portfolio of Indiabulls Real Estate Ltd. On 7 December 2017, Indiabulls Real Estate announced the completion of acquisition of 100% units of Indiabulls Properties Investment Trust (IPIT), a SGX-ST listed business trust. IPIT will be delisted from the Official List of the SGX-ST with effect from 11 December 2017. The principal activities of IPIT are to achieve competitive long term returns by investing, either directly or indirectly, primarily in income-producing properties globally, with at least the majority comprising income-producing commercial/hospitality space; acquiring and/or developing properties globally (with at least the majority of IPIT's assets comprising commercial/ hospitality space) and either holding or selling all or a portion of developed properties upon completion and investing in real-estate related assets in connection with the foregoing. On 17 December 2017, Indiabulls Real Estate announced Mandarin Oriental Hotel Group as its hotel partner for their residential development, Hanover Bond (being developed locally under Clivedale brand). Located on Hanover Square, Hanover Bond will consist of 80 luxury Mandarin Oriental Residences for purchase as well as a fully integrated Mandarin Oriental hotel with 50 guest rooms and suites. This is not only the first Mandarin Oriental hotel and residences in Mayfair, but also the first truly integrated hotel and residences to be delivered in Central London. Due to complete in 2021, construction contracts have been let out and development works are fully underway. On 11 January 2018, Indiabulls Real Estate announced that the company through its wholly-owned subsidiary Yashita Buildcon Limited, has, entered into a binding and definitive agreement to acquire a prime and newly constructed commercial building, having leasable area of approx 2.5 lac sq ft in Gurugram. The deal is expected to get completed in 3 to 4 months when the Occupation Certificate of the building is expected to be received. The said building is situated at a developed prime commercial location, where many leading multinationals are operating in nearby vicinity. With this additional leasable area, the company expects to enhance its annuity revenue to Rs 1450 crore in FY 20-21 from the rental properties portfolio of Indiabulls Real Estate Limited. On 23 March 2018, Indiabulls Real Estate announced that the company's wholly owned subsidiaries, pursuant to their respective Board authorizations, have executed definitive transaction documents with the entities controlled by the Blackstone Group L.P., which is a globally renowned real estate private equity investor, to divest their entire holding in certain subsidiaries and thereby indirectly divesting 50% stake in Indiabulls Properties Private Limited (IPPL) and Indiabulls Real Estate Company Private Limited (IRECPL) at an aggregate enterprise value of approximately USD 1461.5 million equivalent to Rs 9500 crore. Post conclusion of Transaction, the company will cease its sole control over IPPL and IRECPL. Substantial portion of sale proceeds will be utilized towards repayment of existing debts of the company and its subsidiaries, for achieving sustainable long term growth, and for further strengthening of their on-going businesses. On 25 March 2018, Indiabulls Real Estate Limited announced that the company has entered into definitive transaction document(s) to sell its stake in its wholly owned subsidiaries, namely Selene Estate Limited and Airmid Infrastructure Limited (owning residential assets at Chennai) to a third party investor, for an aggregate consideration of Rs 285 crore. On 7 April 2018, Indiabulls Real Estate Limited announced that the company through its wholly-owned subsidiary Manjola Infrastructure Limited has entered into a binding and definitive agreement to acquire a prime and newly constructed commercial building at Udyog Vihar, Phase IV, Gurugram, having leasable area of approx 2.5 lac sq ft. The deal is expected to get completed in 3 to 4 months when the Occupation Certificate of this building is expected to be received. This building is situated at a developed prime commercial location, where many leading multi-nationals are operating in nearby vicinity. With this additional leasable area, the company expects to enhance its annuity revenue to Rs 1547 crore in FY 20-21 from the rental properties portfolio of Indiabulls Real Estate Ltd (including the rental portfolio of its 50:50 JV). On 10 April 2018, Indiabulls Real Estate's wholly owned subsidiary Indiabulls Infraestate Ltd (IIL) executed a non binding Term Sheet with Oricon Enterprises Limited (OEL) for execution of definitive agreements for joint development of a commercial building at OEL's land parcel admeasuring approx. 3512 sq. mtrs. plot situated at Dr. E. Moses Road, Worli, Mumbai. Upon execution of the definitive agreements, IIL will get an exclusive ownership right of approx. 2.55 lac sq ft. leasable area. On 3 May 2018, the company's Board constituted Committee authorized execution of non-binding documents with third party investor for sale of its commercial assets at Ambattur, Chennai, being a non-core real estate business operations for the company. The decision has been taken pursuant to and in terms of the company's shareholders authorization dated 23 March 2018 passed to facilitate re-organization of company's commercial leasing business in India for achieving sustainable growth and for further strengthening of its on-going businesses, in its core markets. The Board of Directors of Indiabulls Real Estate Limited at its meeting held on 18 May 2018 approved the proposal of Buy-back of up to 2.6 crore fully paid-up equity shares of Rs 2 each of the company, being approximately 5.45% of the paid-up share capital of the company, at prevailing market price on Stock Exchanges subject to a price not exceeding Rs 240 per equity share, aggregating up to an amount not exceeding Rs 624 crore. On 6 July 2018, Indiabulls Real Estate's Board constituted Committee authorized execution of definitive transaction document(s) with the entities controlled by the Blackstone Group L.P., which is a globally renowned real estate private equity investor, by which company will divest its 100% stake in the business of commercial assets at Ambattur, Chennai, being a non-core real estate business operations for the company, and will realise a gross value of approximately Rs 850 crore, subject to adjustments, if any, basis certain assets and liabilities on closing (transaction). The transaction is pursuant to and in terms of the company's shareholders authorization, dated 23 March 2018, to facilitate re-organization of company's commercial leasing business in India for achieving sustainable growth and for further strengthening of its on-going businesses, in its core markets. During FY 2019, the Board of the Company approved a Composite Scheme of Arrangement amongst the Company, Indiabulls Infrastructure Limited, a direct subsidiary, and India Land and Properties Limited, a step down subsidiary company owning 'Chennai Assets'. The Scheme has been approved by the shareholders and creditors of the Company at their respective meetings held on 20th June 2019, convened under directions of National Company Law Tribunal, Principal Bench, New Delhi (NCLT), and is now to be considered by NCLT for granting its final approval. Upon effectiveness of the Scheme, there shall not be any change in the shareholding pattern of the Company, as the Company shall not issue any shares or pay any consideration, pursuant to said Scheme. The Company through its wholly owned subsidiary, Ashkit Properties Limited, acquired a prime commercial land admeasuring 13,519 sq. mt. on National Highway 8 (Plot No 20, situated in Sector 18, Urban Estate, Gurugram) for a development of a commercial complex with an expected leasable area of more than 5 lacs sqft. Another wholly- owned subsidiary of the Company, Yashita Buildcon Limited, acquired 100% stake in Concept International India Pvt Ltd, owning prime commercial property on National Highway 8 (Plot No 422B, situated in Sector 18, Urban Estate, Gurugram), which is a developed commercial complex with leasable area of approx 2.5 lac sqft. To expand the existing JV portfolio with Blackstone, the Company entered into definitive JV agreements with Blackstone and accordingly divested 50% stake in these two office assets at an aggregate enterprise value of approximately Rs 464 Crores. During the FY 2019-20, the Company and certain subsidiaries, divested their entire stake in Indiabulls Properties Private Limited and Indiabulls Real Estate Company Private Limited (both owning commercial assets at Lower Parel, Mumbai), Yashita Buildcon Limited and Ashkit Properties Limited (both owning commercial assets at Udyog Vihar, Gurugram), and the commercial assets/development at Worli Mumbai, 25% stake in Mariana Infrastructure Ltd (owning commercial project at Gurugram) to entities controlled by The Blackstone Group Inc., which is a globally renowned real estate private equity investor. Further, to embark on and have more focus on Mumbai and NCR markets, vide Special Resolution passed at Annual General Meeting held on 28th September 2019, the Company's wholly owned subsidiary divested entire stake in Century Limited to Clivedale Overseas Limited, an entity owned by the Promoters of the Company, who in view of the continuing Brexit related issues and uncertainty and sluggish London property market, undertook to acquire the London Property for £200 million, which was significantly above the cost of its acquisition. Accordingly, Indiabulls Properties Pvt Ltd, Indiabulls Real Estate Company Pvt Ltd, Yashita Buildcon Ltd, Ashkit Properties Ltd and Century Limited, along with their subsidiaries, ceased to be subsidiaries/associates/JVs of the Company. The Composite Scheme of Arrangement between the Company (Transferee Company), India Land and Properties Limited (Transferor Company), Indiabulls Infrastructure Limited (Resulting Company) and their respective shareholders and creditors, got approved by the Hon'ble National Company Law Tribunal (NCLT), New Delhi, vide its Order dated March 3, 2020, and became effective on March 19, 2020, where the Appointed Date of the Scheme was April 1, 2019. The Board of Directors of Company, at its meeting held on August 18, 2020 had approved merger of certain identified ongoing, completed and planned residential and commercial projects of Embassy Group (Embassy Assets) by way of amalgamation of NAM Estates Private Limited (NAM Estates) and Embassy One Commercial Property Developments Private Limited (Nam Opco) both Embassy Group Entities with the Company through a Composite Scheme of Amalgamation. Upon receipt of applicable regulatory approvals from Competition Commission of India (CCI), National Stock Exchange of India (NSE), BSE Limited (BSE), the Securities and Exchange Board of India (SEBI), the companies have filed the requisite application with jurisdictional bench of NCLT, for its approval to the Scheme of Merger. The proposed Merger will create one of India's leading listed real estate development platforms. The Company placed QIP of Rs. 865 Cr. (USD 114mn) at the rate of Rs. 101.10 per share, trading of new shares commenced on April 18, 2022. During the FY 2021-22, the Company divested entire stake in its subsidiaries, Airmid Developers Limited, Mariana Developers Limited, Albina Properties Limited and Flora Land Development Limited (which own the land parcel at Village Pawala Khusrupur, Haryana) at an aggregate sale consideration of Rs 580 crores, which got concluded on August 25, 2022. In 2022-23, the Company divested its 100% stake in its wholly owned subsidiaries Juventus Estate Limited, and Mabon Properties Limited, which collectively own the land parcel admeasuring approximately 35 acres, at Gurugram, Haryana. With this, Juventus Estate Limited, Mabon Properties Limited and Milkyway Buildcon Limited (which is a 100% subsidiary of Juventus Estate Limited) ceased to be the subsidiaries of the Company w.e.f. December 23, 2022. Company has 1,846 acres of fully paid land bank spread across Mumbai, NCR and Chennai as on March 31, 2023. During the financial year 2022-23, the Company has fully redeemed all its outstanding Non-Convertible Debentures (NCDs) aggregating to Rs 37.5 crores, which were listed on Wholesale Debt Market (WDM) segment of BSE Limited.