Prozone Realty shareholders approved a special resolution to waive the recovery of managerial remuneration paid to its Deputy Managing Director, Salil Anupendra Chaturvedi. The approval covers payments made between February 27, 2020, and September 10, 2024.

The resolution was passed via remote e-voting under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The voting period ran from August 8, 2026, to September 6, 2026. M/s. Makarand M. Joshi & Co. acted as the scrutinizer for the process.

Voting Breakdown

Promoter and promoter group shareholders voted unanimously in favor of the waiver. Public institutional investors largely opposed the measure, while public non-institutional shareholders showed significant support.

What the Numbers Show

The voting results reveal a stark divergence in shareholder sentiment based on stakeholder type. While promoters held 95.31% of their shares on record and voted entirely in favor, public institutions voted against the waiver at a rate of 99.29%. This suggests that while controlling interests supported the waiver, independent institutional investors strongly opposed it, viewing the recovery waiver as unfavorable or lacking sufficient justification.

Prozone Realty Limited completed the sale of its identified subsidiaries to Inorbit Malls (India) Private Limited for ₹1,242.50 crore on August 24, 2026. The transaction marks a significant step in the company’s strategy to monetize operational mall assets while retaining land parcels for future development.

The deal involves the transfer of equity shareholdings in three entities: Kruti Realtors and Developers Private Limited, Alliance Mall Developers Co. Pvt. Ltd., and Empire Mall Private Limited. Consequently, Festivalvalley Developers Pvt. Ltd., an indirect subsidiary of Empire, also ceased to be part of Prozone Realty’s group.

Transaction Details

The aggregate gross consideration of ₹1,242.50 crore remained unchanged following the purchaser’s due diligence, with no adjustments made at closing. The sale was finalized after fulfilling certain conditions precedent under the definitive transaction documents.

Asset Retention Strategy

While operational malls were sold, Prozone Realty retained significant land assets through wholly owned subsidiaries. These include:

• 6.44 acres and 9.82 acres held by Hagwood Commercial Developers Private Limited and Prozone Horizons Private Limited, respectively.
• Approximately 41 acres in Nagpur via Hagwood Commercial Developers Private Limited.
• Around 43 acres in Indore through Omni Infrastructure Private Limited.
• A 26.82% stake in a 9.63-acre real estate project at Oshiwara, Andheri, housed under Gajaan Property Developers Private Limited.

The hiving-off of land assets owned by Alliance and Empire is still under process, with further disclosures expected upon completion as per SEBI (LODR) Regulations, 2015.

What the Numbers Show

The transaction structure reveals a clear strategic pivot: monetizing income-generating but capital-intensive operational assets while retaining high-potential land banks. By selling 100% stakes in Kruti, Alliance, and Empire, Prozone Realty has effectively exited direct mall operations in these entities, focusing instead on real estate development in the Mumbai Metropolitan Region and other key locations. The unchanged consideration despite due diligence suggests strong buyer confidence in the asset quality.

Future Outlook

Following the transaction, Prozone Realty will continue its real estate development business, evaluating opportunities across commercial and residential segments. The company aims to realize the future development potential of its retained land parcels through relevant subsidiaries.