Marathon Nextgen Realty Limited has achieved a significant regulatory milestone by securing observation letters with 'no adverse objection' from both major stock exchanges for its Composite Scheme of Amalgamation and Arrangement. Following the BSE approval received on March 25, 2026, the company announced on March 31, 2026 that it has now received similar approval from the National Stock Exchange of India Limited (NSE) dated March 30, 2026.

Dual Exchange Approvals Secured

The company has successfully obtained regulatory clearance from both exchanges within a span of five days, marking substantial progress in its complex corporate restructuring initiative. The NSE observation letter, referenced NSE/LIST/48217, follows the same regulatory framework as the BSE approval under Sections 230 to 232 of the Companies Act 2013.

Comprehensive Scheme Structure

The complex arrangement involves seven companies across various roles in amalgamation and demerger transactions designed to consolidate and reorganize business operations across the Marathon group.

SEBI Compliance Requirements

Both exchange observation letters reference SEBI's comprehensive requirements outlined in its letter dated January 23, 2026. The regulatory framework includes 16 specific compliance requirements focusing on transparency, disclosure obligations, and shareholder protection measures.

Key SEBI Requirements Include:

• Legal Proceedings Disclosure: Complete disclosure of ongoing adjudication and recovery proceedings, prosecution initiated, and enforcement actions against the company, promoters, and directors
• Financial Information Standards: Ensuring financials in the scheme, including those for valuation reports, are not more than 6 months old
• Shareholding Pattern Transparency: Prominent disclosure of promoter and public shareholding changes on the first page of shareholder meeting notices
• Comprehensive Documentation: Inclusion of valuation reports, rationale for amalgamation, synergies analysis, and impact assessment on shareholders
• Demat Compliance: Proposed equity shares to be issued must be in demat form only

Regulatory Framework and Next Steps

The scheme operates under SEBI LODR Regulations 37 and 94(2), filed pursuant to SEBI Master Circular SEBI/HO/CFD/POD-2/P/CIR/2023/93 dated June 20, 2023. Both observation letters carry validity periods of six months from their respective dates.

Outstanding Approvals Required

Despite securing both exchange approvals, the scheme remains subject to several critical approvals. The company must obtain consent from shareholders and creditors of all respective companies involved in the arrangement. Additional statutory and regulatory approvals may be required as the process advances toward NCLT filing.

Both observation letters will be made available on the company's website at https://marathon.in/nextgen/ for stakeholder access. The exchanges have reserved rights to withdraw their 'no adverse observation' if submitted information is found incomplete, incorrect, misleading, or false, or for any contravention of exchange rules and regulations.

Conclusion

With dual exchange approvals now secured, Marathon Nextgen Realty has cleared a major regulatory hurdle in its complex corporate restructuring initiative. The company can now proceed toward NCLT filing with confidence, having obtained clearance from both BSE and NSE within the prescribed regulatory framework. Success of this multi-company scheme will ultimately depend on securing remaining approvals from shareholders, creditors, and other regulatory authorities.

Marathon Nextgen Realty Limited has announced significant shareholding changes by a promoter group member, with Mrs. Ansuya Ramniklal Shah acquiring substantial additional equity shares through multiple market purchases. The transactions were disclosed in compliance with SEBI Prohibition of Insider Trading Regulations, 2015.

Latest Transaction Series

Mrs. Ansuya Ramniklal Shah executed a series of share purchases between March 13-25, 2026, acquiring a total of 140,046 equity shares through on-market transactions on the National Stock Exchange (NSE). The cumulative acquisition was valued at ₹39.65 crore, excluding taxes, brokerage, and other charges.

Daily Transaction Breakdown

The acquisition occurred across multiple trading sessions, demonstrating sustained investment by the promoter group member. The transactions ranged from smaller purchases of 5,000 shares to larger acquisitions of 26,623 shares.

Shareholding Evolution

The acquisition resulted in a substantial increase in Mrs. Shah's shareholding in the company. Her total holding moved from the previous 140,977 shares to 281,023 shares, representing a significant percentage increase from 0.209% to 0.417% of the company's equity.

Regulatory Compliance

The company received the comprehensive disclosure from Mrs. Shah pursuant to Regulation 7(2)(a) read with Regulation 6(2) of the SEBI Prohibition of Insider Trading Regulations. Marathon Nextgen Realty communicated this information to both BSE Limited and NSE Limited on March 25, 2026, fulfilling its obligations under Regulation 7(2)(b) of the SEBI PIT Regulations.

The disclosure was digitally signed by Yogesh Patole, Company Secretary and Compliance Officer, who holds membership number A48777. Mrs. Shah's registered address remains 1201 Marathon Onyx, Devidayal Road, Mulund West, Mumbai - 400080, with contact number 022-67248484.