Marathon Nextgen Realty Limited has announced a significant expansion move through its wholly owned subsidiary Nexzone IT Infrastructures Private Limited (NZIT), which has acquired controlling stakes in three real estate companies for ₹70.00 crores. The company informed stock exchanges about these strategic acquisitions under SEBI listing regulations on April 1, 2026.

Strategic Acquisitions Overview

The three acquired entities include DVK Developers Private Limited, Shree S S Developers Private Limited, and Shree Swami Samarth Builders partnership firm. All acquisitions involve 51% controlling interest with varying economic participation structures and an expected combined carpet area of 5.94 lakh sq.ft across six residential projects in Kanjurmarg, Mumbai.

DVK Developers Private Limited Acquisition

DVK Developers represents the first acquisition with specific financial parameters and project potential in the Mumbai Metropolitan Region.

Shree S S Developers Private Limited Details

The second acquisition involves Shree S S Developers, which shows active revenue generation compared to other acquired entities.

Shree Swami Samarth Builders Partnership

The third acquisition involves a partnership firm with established operations since 2010.

Strategic Rationale and Business Impact

Marathon is deploying available capital into acquisitions that offer quicker realisation cycles, enabling faster revenue generation and improved capital efficiency. Approximately 35% of the projects under these acquisitions are either already under construction or positioned for launch within the next twelve months, providing near-term revenue visibility.

Approximately 20% of the total project area has been earmarked as Permanent Transit Camp (PTC), where the company undertakes construction and hands over completed units to the Slum Rehabilitation Authority against other developers' requirements. This model enables effective monetisation by catering to developers in neighbouring wards.

Transaction Structure and Compliance

All three acquisitions follow a consistent structure with NZIT acquiring majority controlling interests while maintaining significant economic participation. The transactions were executed entirely through cash payments, providing immediate control over the acquired entities' operations and project portfolios. The company confirmed that no governmental or regulatory approvals were required for these acquisitions, and all transactions were completed as non-related party deals.

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.