Aditya Birla Real Estate Limited has announced that its Nomination and Remuneration Committee has approved the sale of unappropriated equity shares under its employee stock option scheme. The decision was made through a circular resolution passed on March 29, 2026, and communicated to stock exchanges on March 30, 2026.

Committee Approval Details

The company's Nomination and Remuneration Committee, a sub-committee of the Board of Directors, has granted approval for selling unappropriated inventory shares. The approval covers the extended period up to March 31, 2026, and is being undertaken in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Share Sale Framework

The equity shares are currently held by CTIL Employee Welfare Trust and are not backed by any grant to employees under the CTIL Employee Stock Option Scheme 2023. The sale will be conducted in the secondary market on stock exchanges, with proceeds directed towards repayment of outstanding loans to the company.

The shares are required to be sold after financial year 2025-26. However, the actual sale will be delayed due to current trading restrictions on the company's shares.

Trading Window Restrictions

The company has informed exchanges that the trading window for dealing in its shares has been closed with effect from April 1, 2026. This closure will continue until two days after the declaration of annual audited financial results for the year ending March 31, 2026.

Regulatory Compliance

The disclosure has been made under Regulation 30 of Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015. This follows the company's earlier communication dated May 26, 2023, regarding the employee stock option scheme.

The sale of unappropriated shares represents a standard corporate action to optimize the employee welfare trust's holdings while ensuring compliance with regulatory requirements. The timing of the actual sale will depend on the reopening of the trading window following the company's annual results announcement.

Aditya Birla Real Estate Limited has secured in-principle approval from BSE Limited for significant amendments to its Debenture Trust Deed clauses related to its Rs. 250 crores Non-Convertible Debentures (NCDs). The approval was communicated through BSE's letter dated March 25, 2026, marking an important development in the company's debt instrument management.

Debenture Details and Approval Scope

The amendments pertain to 25,000 units of 8.05% Unsecured, Listed, Rated, Senior, Redeemable, Non-Convertible Debentures, each with a face value of Rs. 1,00,000. These debentures, issued under private placement basis, carry the ISIN INE055A08045 and scrip code 975457.

Key Amendment Provisions

The BSE approval covers two primary modifications to the existing Debenture Trust Deed dated March 1, 2024, and First Amendment Deed dated June 16, 2025. The most significant change involves the addition of call option clauses, which will provide the company with enhanced flexibility in managing its debt obligations.

Addition of Call Option Framework

The amendment introduces call option provisions by modifying the definition of 'Mandatory Redemption Event' in the trust deed. The revised definition now includes the exercise of call option by the company as a trigger for mandatory redemption, alongside existing conditions such as regulatory changes, events of default, and credit rating downgrades.

Asset Disposal Restriction Removal

The second major amendment involves the complete deletion of Sub-Clause 2.26 under General Undertakings, which previously restricted the company from disposing assets valued above Rs. 200 crores until the Final Redemption Date. This removal provides the company with greater operational flexibility in asset management.

Compliance Requirements and Next Steps

BSE has outlined specific conditions that must be fulfilled before implementing the modifications. These include obtaining confirmation letters from National Securities Depository Limited and Central Depositories Services (India) Limited regarding the proposed changes. The company must also ensure compliance with SEBI Listing Regulations, Companies Act 2013, and other applicable laws.

The in-principle approval remains valid for three months from March 25, 2026. Aditya Birla Real Estate will execute a Second Amendment Deed with SBICAP Trustee Company Limited, the appointed debenture trustee, to formalize these modifications.

Corporate Structure Context

Aditya Birla Real Estate Limited, formerly known as Century Textiles and Industries Limited, operates under the regulatory framework of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The company's disclosure was made pursuant to Regulations 30 and 51, demonstrating adherence to transparency requirements for listed entities.