Phoenix Mills disclosed that the National Company Law Tribunal (NCLT), Chennai Bench, has approved the scheme of merger and amalgamation involving six of its step-down subsidiaries.

The tribunal sanctioned the merger under Sections 230 to 232 of the Companies Act, 2013. The transferor companies are Coimbatore Sameera Investments Private Limited, Dhanalakshmi Engineering Private Limited, Pulankinar Investment and Finance Private Limited, Shanthi Chandran Enterprisers Private Limited, Shanthi Chandran Investments Coimbatore Private Limited, and Sheela Traders Private Limited.

These entities will merge with Astrea Real Estate Developers Private Limited, a subsidiary of Phoenix Mills. The company filed this intimation on September 5, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This development follows an earlier communication dated January 30, 2025, regarding the proposed restructuring. The intimation has been uploaded to the company's investor relations website for record.

Phoenix Mills has scheduled its 121st Annual General Meeting for Monday, September 28, 2026, at 2:30 pm. The company also released its integrated annual report for FY26 on September 4, 2026.

The meeting will be held through Video Conferencing or Other Audio-Visual Means in compliance with the Companies Act, 2013 and SEBI Listing Regulations. The Board of Directors recommended a final dividend of ₹2.50 per equity share during its meeting on April 27, 2026. The payout applies to shares with a face value of ₹2 each, representing a 125% dividend rate for the financial year ended March 31, 2026.

Key Dates and Eligibility

The company fixed Friday, September 11, 2026, as the record date for determining entitlement to the final dividend. This complies with Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Shareholders eligible for the dividend must appear as beneficial owners in the records of National Securities Depository Limited or Central Depository Services (India) Limited, or as members in the company's register, as of the close of business on the record date.

The dividend will be paid within the statutory timeline on or after Wednesday, September 30, 2026, subject to applicable tax deductions at source. The annual report for FY26 and the notice convening the AGM are now available on the company's website and stock exchange portals.

E-Voting Details

Pursuant to Section 108 of the Companies Act, 2013 and Regulation 44 of the SEBI Listing Regulations, the company is providing remote e-voting facilities to members. Voting rights are in proportion to equity shares held as on the cut-off date of Monday, September 21, 2026.

• Remote E-Voting Period: Commences Thursday, September 24, 2026, at 9:00 am and ends Sunday, September 27, 2026, at 5:00 pm.
• Voting Platform: MUFG Intime India Private Limited.
• Participation: Members who have cast their votes via remote e-voting may attend the AGM but cannot vote again. Those attending without prior remote voting can vote electronically during the meeting.

Members holding shares in physical mode can register email addresses via Form ISR-1 at the registered office or with MUFG Intime. Demat holders should update details with their respective depository participants.

Director Reappointment

The AGM agenda also includes the reappointment of Mr. Rajesh Kulkarni (DIN: 03134336) as a Whole-time Director. He retires by rotation at this meeting and, being eligible, has offered himself for reappointment.

Mr. Kulkarni brings over 35 years of experience in design and project management. He has been associated with the company for nearly 20 years and played a critical role in delivering landmark real estate developments. For FY25-26, his remuneration was ₹3,13,45,900, excluding perquisites. He attended all five board meetings held during the year.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE211B01039/6e5fffb2-8617-481c-a653-afd3966240a7.pdf