Nimbus Projects Limited (NPL) issued a corrigendum on July 28, 2026, to clarify the timing of the Board of Directors meeting that approved the conversion of its joint venture, IITL-Nimbus, The Express Park View, into a private limited subsidiary. The Board meeting commenced at 01:00 p.m. and concluded at 03:00 p.m. on July 27, 2026. This procedural update follows an earlier intimation filed under Regulation 30 of the SEBI Listing Regulations, ensuring complete transparency regarding the corporate action that formalizes NPL’s 95% control over the real estate venture.

The conversion transforms the existing partnership firm, where NPL holds a 95% capital contribution and Mr. Bipin Agarwal holds 5%, into a new entity named IITL Nimbus The Express Park View Private Limited. The move aligns the venture with corporate governance standards under the Companies Act, 2013. The transaction is structured as a share swap rather than a cash investment; NPL will receive 10,23,750 equity shares of ₹10 each, representing a total subscription cost of ₹1,02,37,500, which corresponds exactly to its existing capital contribution in the partnership firm.

Regulatory Compliance and Filings

The initial intimation was filed pursuant to Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company also referenced SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/376 dated January 30, 2026. The corrigendum was submitted in response to a query from BSE Limited seeking the specific commencement and conclusion times of the board meeting. The incorporation remains subject to the issuance of the Certificate of Incorporation by the Registrar of Companies and other statutory approvals.

Subsidiary Structure and Business Continuity

Upon completion, IITL Nimbus The Express Park View Private Limited will operate as a wholly-owned subsidiary structure, with NPL holding 95% of the paid-up equity capital. The new entity will continue the business activities of the former partnership firm, including the construction, development, acquisition, sale, leasing, and management of residential and commercial real estate projects. It will also provide allied real estate consultancy services. This structural change aims to streamline operations and enhance regulatory compliance for ongoing real estate ventures without altering the underlying business model or ownership dynamics between NPL and Mr. Agarwal.

Analytical Observation

The conversion from a partnership firm to a private limited company signals a maturation in NPL’s project execution strategy. By formalizing the legal structure, the company likely seeks to improve access to institutional financing and enhance governance transparency for this specific asset class. The absence of cash consideration indicates that this is primarily a regulatory and structural optimization rather than a new capital-intensive expansion, preserving NPL’s cash flow for other operational needs while securing tighter control over the joint venture’s assets.

Nimbus Projects Limited has announced that its Board of Directors, at a meeting held on July 27, 2026, approved the incorporation of a new subsidiary company. The board resolved to convert IITL-Nimbus, The Palm Village — an existing joint venture partnership firm — into a private limited company to be named IITL Nimbus The Palm Village Private Limited. The board meeting commenced at 01:00 p.m. and concluded at 03:00 p.m. A corrigendum to the original intimation was filed on July 28, 2026, in response to a query from BSE seeking the board meeting commencement and conclusion times.

Conversion of Partnership Firm into Private Limited Company

The proposed incorporation involves the conversion of IITL-Nimbus, The Palm Village, a joint venture partnership firm, into a private limited company under the provisions of the Companies Act, 2013. Nimbus Projects Limited currently holds 95% of the capital contribution in the partnership firm, while Mr. Bipin Agarwal holds the remaining 5%. The conversion will be deemed complete upon the issuance of the Certificate of Incorporation by the Registrar of Companies. The proposed company will be incorporated in India and will operate in the Real Estate Industry.

Key Details of the Proposed Subsidiary

The following table summarises the key parameters of the proposed subsidiary as disclosed under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

Business Activities of the Proposed Company

Upon conversion, IITL Nimbus The Palm Village Private Limited will continue to undertake the business of real estate development. The proposed company's scope of operations includes:

• Construction, development, acquisition, sale, leasing, and management of residential, commercial, and other real estate projects
• Provision of allied real estate consultancy and related services

The proposed company will become a subsidiary of Nimbus Projects Limited upon completion of the conversion process.

Regulatory and Statutory Approvals

The incorporation of the proposed subsidiary is subject to the issuance of the Certificate of Incorporation by the Registrar of Companies, along with any other statutory approvals that may be required. The disclosure was made pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in accordance with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/376 dated January 30, 2026. The intimation was signed by Ritika Aggarwal, Company Secretary & Compliance Officer of Nimbus Projects Limited.