Hubtown Limited has informed stock exchanges that it does not fall under the category of 'Large Corporate' as defined by SEBI's regulatory framework, making certain fund raising disclosure requirements non-applicable to the company.

Regulatory Compliance Clarification

In a formal communication dated April 16, 2026, to both BSE Limited and National Stock Exchange of India Limited, Hubtown Limited clarified its position regarding SEBI Circular No. SEBI/HO/DDHS/CIR/P/2018/144 dated November 26, 2018. The circular pertains to fund raising by issuance of debt securities by large entities.

The company specifically stated that it does not fulfill criteria number (iii) of para 2.2 of the said circular, which determines the classification of a 'Large Corporate' entity.

Non-Applicability of Disclosure Requirements

Due to its non-classification as a Large Corporate, Hubtown Limited confirmed that the disclosure and compliance requirements mentioned in para 4.1 of the SEBI circular are not applicable to the company. The regulatory framework requires specific disclosures from large corporates when raising funds through debt securities, but these obligations do not extend to entities that fall outside the defined criteria.

Official Communication Details

The disclosure was formally communicated to both major stock exchanges where the company's shares are listed. The communication was digitally signed by Chief Financial Officer Sunil Mago and Company Secretary & Compliance Officer Shivil Kapoor on April 16, 2026.

This clarification ensures regulatory transparency and keeps stakeholders informed about the company's compliance status regarding SEBI's fund raising regulations for large entities.

Hubtown Limited has received a significant regulatory approval for its proposed merger scheme, marking a key milestone in the consolidation process with Saicharan Consultancy Private Limited.

NCLT Order Details

The National Company Law Tribunal (NCLT) Mumbai Bench passed an order dated April 09, 2026 in relation to the scheme of arrangement between Saicharan Consultancy Private Limited (transferor company) and Hubtown Limited (transferee company). The order directs the company to convene meetings of equity shareholders and unsecured creditors through physical means or video conferencing to consider and approve the proposed scheme.

Share Exchange Ratio and Structure

The scheme establishes a specific share exchange mechanism for the merger process. Under the approved ratio, shareholders of Saicharan Consultancy Private Limited will receive 648 equity shares of face value ₹10.00 each of Hubtown Limited for every 1 fully paid-up equity share of face value ₹10.00 each of the transferor company.

Company Profiles and Rationale

Saicharan Consultancy Private Limited, incorporated on December 29, 2006, is primarily engaged in strategic investments and advisory services. The company has an authorized share capital of ₹71,00,000.00 divided into 7,10,000 equity shares of ₹10.00 each, with issued and paid-up capital of ₹1,00,000.00 comprising 10,000 equity shares.

Hubtown Limited, originally incorporated as Akruti Nirman Private Limited on February 16, 1989, operates in construction and development of residential and commercial premises, including BOT projects. The company has authorized share capital of ₹500,00,00,000.00 divided into 50,00,00,000 equity shares of ₹10.00 each, with issued and paid-up capital of ₹142,10,06,570.00 comprising 14,21,00,657 equity shares.

Strategic Benefits and Consolidation

The merger aims to consolidate ownership in Rare Townships Private Limited (RTPL), where the transferor company holds 21.17% equity shares while Hubtown holds 66.93%. RTPL is developing the "Rising City" project at Ghatkopar (East), Mumbai, positioned as a premium real estate development with significant growth potential.

Stakeholder Consent Status

The NCLT has dispensed with certain meetings based on stakeholder consents obtained:

Meeting Requirements and Compliance

The NCLT order specifies detailed requirements for the upcoming meetings, including appointment of Mr. Sushil Kumar Agarwal as Chairperson with remuneration of ₹1,50,000.00 and Mr. Ketan Dand as Scrutinator with remuneration of ₹40,000.00. The transferee company, being listed on BSE and NSE, must provide remote e-voting facilities as per regulatory requirements.

Regulatory Approvals and Next Steps

Hubtown has received 'no adverse observation' letters from BSE Limited dated November 07, 2025 and National Stock Exchange of India Limited dated November 11, 2025. The company must serve notices to various regulatory authorities including the Central Government, Registrar of Companies, Income Tax Department, GST authorities, and MahaRERA, with a 30-day response timeline for objections.