The National Company Law Tribunal (NCLT), Mumbai Bench, has sanctioned the scheme of amalgamation of Embellish Houses Private Limited with Godrej Properties Limited . The order, pronounced on July 8, 2026, approves the merger under Sections 230 to 232 of the Companies Act, 2013. The appointed date for the scheme is fixed as November 1, 2025, and it will become effective upon filing the certified order with the Registrar of Companies.

The Board of Directors of both companies approved the scheme on November 6, 2025. As Embellish Houses Private Limited is a wholly owned subsidiary of Godrej Properties Limited, no shares will be allotted to discharge the consideration. The existing share certificates of the transferor company will be deemed cancelled upon the scheme becoming effective.

The rationale for the amalgamation includes the consolidation of the real estate business to achieve operational efficiency and a streamlined group structure. The merger is expected to reduce the multiplicity of legal entities, pool technical resources, and rationalize administrative and operational costs.

Key Details of the Scheme

The scheme is binding on the applicant companies, their shareholders, and creditors. The transferor company will stand dissolved without being wound up once the scheme becomes effective. The Regional Director, Ministry of Corporate Affairs, and the Income Tax Department raised observations which were addressed by the companies, leading to no objections to the approval.

Godrej Properties Limited is required to file a certified copy of the order with the Registrar of Companies within 30 days of receipt. The company must also submit the order to the Superintendent of Stamps for adjudication of stamp duty within 60 days.

Godrej Properties has announced that its record sales pipeline is expected to generate approximately ₹8,400 Cr in EBIT and approximately ₹5,100 Cr in net profit over the next 3–4 years. The company has simultaneously reiterated its target of achieving a 20% Return on Equity by FY28, underscoring its focus on long-term profitability and shareholder returns.

Financial Outlook from Record Sales Pipeline

The company's record sales pipeline forms the cornerstone of its medium-term financial projections. The key financial targets highlighted by Godrej Properties are summarized below:

ROE Target Reiterated for FY28

Alongside its earnings pipeline guidance, Godrej Properties has reaffirmed its commitment to delivering a 20% ROE by FY28. This target reflects the company's strategic emphasis on capital efficiency and sustained earnings growth over the medium term. The reiteration of this goal alongside the EBIT and net profit projections indicates a consistent and structured approach to financial planning.