Embassy Developments Limited (formerly Equinox India Developments Limited) has notified the BSE and NSE that its Register of Members and Share Transfer Books will remain closed from Wednesday, September 2, 2026 to Tuesday, September 8, 2026 (both days inclusive) for annual closing in connection with its 20th Annual General Meeting (AGM).

The company confirmed that the AGM will be held on Tuesday, September 8, 2026, at 11:30 am IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), without physical presence of members. The proceedings will be deemed conducted at the company's registered office in Gurugram.

AGM Key Details

Voting and Participation

Members whose names appear in the Register of Members as on Tuesday, September 1, 2026 (the cut-off date) are entitled to vote. Remote e-voting is available from September 5, 2026 (10:00 am) to September 7, 2026 (5:00 pm).

The company has provided separate e-voting links for different member categories:

• Individual Members (NSDL): https://www.evoting.nsdl.com/
• Individual Members (CDSL): https://www.cdslindia.com/
• Non-Individual Members / Physical Shareholders: https://evoting.kfintech.com

Once a vote is cast via remote e-voting, it cannot be modified. Members who have voted remotely may attend the AGM via VC/OAVM but cannot vote again. The Insta-Poll facility will also be available during the AGM for those who have not voted remotely.

AGM Agenda

The AGM comprises six resolutions — two ordinary business items and four special business items:

• Item 1 (Ordinary): Adoption of audited standalone and consolidated financial statements for the financial year ended March 31, 2026, along with reports of the Board of Directors and Auditors.
• Item 2 (Ordinary): Re-appointment of Mr. Jitendra Virwani (DIN: 00027674), Chairman & Non-Executive Director, who retires by rotation.
• Item 3 (Ordinary): Approval of remuneration of ₹3.00 lakh (plus applicable taxes and reimbursement of out-of-pocket expenses) payable to M/s. Gurvinder Chopra & Co., Cost Accountants (Firm Registration No. 100260), as Cost Auditors for FY 2026-27.
• Item 4 (Special): Approval for revision in remuneration of Mr. Rajesh Kaimal (DIN: 03158687), CFO & Executive Director, with effect from December 1, 2025.
• Item 5 (Ordinary): Appointment of Mr. Neel Virwani as "Chief Business Officer" — a Senior Management Personnel (SMP) — with effect from October 1, 2026.
• Item 6 (Special): Preferential issue of warrants to a promoter group entity.

Preferential Issue of Warrants

The Board has proposed a preferential issue of 3,25,18,900 unlisted warrants, each convertible into one fully paid-up equity share of face value ₹2 each, to Embassy Property Developments Private Limited, a member of the promoter group.

The exercise price of ₹111.51 per warrant represents a premium of approximately 80% over the applicable regulatory floor price of ₹61.45, determined in accordance with Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The proceeds are proposed to be utilised primarily for repayment and/or prepayment of debt (up to ₹3,50,00,00,000) and general corporate purposes (up to ₹12,61,82,539).

CAREE Ratings Limited has been appointed as the monitoring agency for the issue, given that the issue size exceeds ₹100 crore.

CFO Remuneration Revision

The AGM seeks shareholder approval for a revision in the fixed remuneration of Mr. Rajesh Kaimal, CFO & Executive Director, effective December 1, 2025. The revised gross remuneration stands at ₹44.12 lakh per month, compared to ₹28.71 lakh per month applicable from April to November 2025 (post a 10% annual increment effective April 1, 2025). The total remuneration received during FY 2025-26 was ₹552.99 lakh, within the maximum entitlement of ₹789.17 lakh under the original resolution passed at the EGM held on March 25, 2025.

Appointment of Chief Business Officer

The Board has approved the appointment of Mr. Neel Virwani, aged approximately 27 years and a member of the promoter group, as Chief Business Officer — a Senior Management Personnel — effective October 1, 2026, subject to member approval. His proposed total monthly remuneration, including target Performance Based Variable Pay (PBVP), is ₹45.58 lakh, with an equivalent annualised maximum remuneration of approximately ₹546.96 lakh (₹5.47 crore). Being a promoter group member, Mr. Neel Virwani is not eligible for equity-linked incentive schemes.

FY 2025-26 Performance Highlights

The AGM Notice and Annual Report disclose the following key operational and financial metrics for FY 2025-26:

The consolidated financial statements for FY 2025-26 reflect total income of ₹19,051.21 million and a consolidated loss after tax of ₹8,724.75 million. The standalone total income was ₹5,263.66 million with a standalone loss after tax of ₹2,830.66 million.

Document Access

Copies of the AGM Notice and Annual Report for FY 2025-26 are available on the company's website at www.embassyindia.com , the websites of BSE Limited and National Stock Exchange of India Limited, and the RTA website at https://evoting.kfintech.com . Members holding shares in physical form or those without registered email IDs can obtain login credentials by submitting Form ISR-1 to KFin Technologies Limited.

Embassy Developments reported a consolidated loss after tax of ₹2,344.02 million for the quarter ended June 30, 2026, widening significantly from the ₹1,656.44 million loss recorded in Q1FY25. The deterioration was driven by a sharp decline in revenue from operations to ₹2,167.54 million from ₹6,809.19 million year-on-year, alongside persistent high finance costs. To address its capital structure and reduce the cost of capital, the Board approved a fund raise of up to ₹362.62 crore via convertible warrants issued to the promoter group, aimed at repaying shareholder debt.

The meeting of the Board of Directors, held on August 10, 2026, also approved the appointment of Neel Virwani as Senior Management Personnel effective October 1, 2026, and recommended the re-appointment of Chairman Jitendra Virwani. These appointments are subject to shareholder approval at the ensuing Annual General Meeting. The financial results were reviewed by statutory auditors Agarwal Prakash & Co., who issued limited review reports in accordance with Regulation 33 of the SEBI LODR Regulations.

Financial Performance Overview

Revenue from operations on a standalone basis declined sharply to ₹129.45 million in Q1FY26, down significantly from ₹1,188.45 million in Q1FY25. This drop reflects the cyclical nature of real estate revenue recognition, where project completions dictate income flow. Consolidated revenue from operations also fell to ₹2,167.54 million from ₹6,809.19 million in the prior year quarter. Other income contributed ₹141.71 million on a standalone basis, providing some offset to the operating losses.

Promoter-Led Fund Raise

The Board approved a preferential issue of 3,25,18,900 unlisted warrants to Embassy Property Developments Private Limited, a member of the promoter group. The warrants carry an exercise price of ₹111.51 each, including a premium of ₹109.51, aggregating to ₹3,62,61,82,539. This pricing represents approximately an 80% premium over the minimum price determined under SEBI ICDR Regulations, aligning with the price used in the company’s April–May 2024 preferential issue.

The promoter group has voluntarily committed to converting all warrants into equity shares within six months of allotment, shorter than the maximum 18-month period permitted by regulations. Upon conversion, the promoter group’s shareholding will increase from 42.65% to 43.96%. The proceeds are designated for repaying shareholder debt and general corporate purposes, aiming to improve financial flexibility and support future growth opportunities.

Management Changes and Governance

Neel Virwani, aged 27 and a member of the promoter group, was appointed as Senior Management Personnel to oversee business development and project execution, particularly in the Mumbai Metropolitan Region. He brings experience from his association with the Embassy Group since April 2024. Additionally, Jitendra Virwani, the Chairman and Non-Executive Director, retires by rotation and has offered himself for re-appointment on existing terms. Both appointments require shareholder ratification at the upcoming AGM.

Operational Highlights and Pipeline

Despite the reported financial losses, operational metrics showed strong momentum. Presales for Q1FY27 stood at ₹868 crore, up 338% year-on-year, while collections increased 54% to ₹496 crore. Nearly 60% of inventory launched in FY26 has already been sold, with Bangalore performing especially well as approximately 72% of launch inventory sold within six months. Construction spend during the quarter was ₹276 crore, representing approximately 56% of collections.

The company entered FY27 with a substantial residential portfolio, comprising approximately ₹10,500 crore of ongoing inventory, ₹400 crore of completed OC received inventory, and a ₹19,400 crore pipeline of fresh launches. Key milestones included receiving occupancy certificates for Embassy One 09 in Gurgaon and five towers in Golf City Savroli. Embassy Citadel in Mumbai secured approval for all 81 floors of development upfront.

Balance Sheet and Cash Flow

As of June 30, 2026, gross institutional debt stood at approximately ₹4,500 crore, while cash and cash equivalents were approximately ₹1,200 crore, resulting in net institutional debt of approximately ₹3,300 crore and a net debt to equity ratio of 0.35x. Outstanding shareholder debt stands at ₹1,063 crore, comprising ₹700 crore from Blackstone and ₹363 crore from Embassy Group. The average cost of debt is around 14%, with interest paid to Blackstone at 18% being accrued in the books.

Operating cash flow for Q1 was negative ₹285 crore due to the lack of new project launches during the quarter. However, management expects collections to accelerate in subsequent quarters as projects progress through construction milestones. The company targets FY27 collections guidance of approximately ₹3,000 crore.

What the Numbers Show

The divergence between the modest increase in standalone loss and the significant rise in consolidated loss highlights the burden of interest expenses at the group level. Consolidated finance costs remained high at ₹1,185.68 million, consuming a substantial portion of total income. The promoter-led fund raise at a premium signals confidence in long-term fundamentals, while the accelerated conversion commitment reduces dilution uncertainty for minority shareholders. However, the continued reliance on debt financing, evidenced by the subsequent issuance of ₹10,200 million in non-convertible debentures post-quarter, suggests ongoing pressure on the balance sheet despite the recent NCLAT victory dismissing the CIRP application.