Embassy developments has disclosed the pledge of significant equity holdings to secure a substantial debenture issue, as reported by Catalyst Trusteeship Limited under SEBI's takeover regulations. The disclosure reveals the creation of security arrangements involving over 10 crore shares to back secured debt instruments worth ₹285 crore.

Debenture Structure and Security Details

The pledge secures two distinct tranches of debentures issued by Serenesummit Realty Private Limited. Both tranches consist of secured, unlisted, redeemable and non-convertible debentures with identical face values but different quantities and aggregate amounts.

Catalyst Trusteeship Limited serves as the debenture trustee for both tranches, acting on behalf of the debenture holders to ensure proper security arrangements and covenant compliance.

Share Pledge and Ownership Structure

The security arrangement involves a substantial pledge of Embassy Development Limited's equity shares. The pledged shares represent a significant portion of the company's total share capital, providing robust security for the debenture holders.

Company Capital Structure

Embassy Development Limited maintains a substantial equity base with provisions for dilution through employee stock options and performance stock units. The company's capital structure includes both issued equity shares and potential dilution from outstanding stock-based compensation instruments.

Regulatory Compliance and Disclosure

The disclosure was made pursuant to Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Catalyst Trusteeship Limited, acting as debenture trustee, does not belong to the promoter or promoter group of Embassy Development Limited. The company's shares are listed on both BSE Limited and National Stock Exchange of India Limited, ensuring broad market access and liquidity for investors.

The filing indicates this represents an additional reporting requirement related to the Tranche II Debentures and amended terms of the Tranche I Debentures, rather than a new acquisition or sale of shares. The arrangement includes various covenants that constitute encumbrances as defined under the takeover regulations.

Embassy developments Limited has notified stock exchanges about the adjournment of its National Company Law Appellate Tribunal (NCLAT) proceedings, originally scheduled for January 22, 2026. The company filed this update under Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

NCLAT Proceedings Update

The matter listed before the Hon'ble NCLAT Principal Bench in New Delhi could not be taken up due to paucity of time during the scheduled hearing. The proceedings have been rescheduled for February 5, 2026, for further arguments.

Current Legal Status

Embassy Developments confirmed that the impugned order passed by the National Company Law Tribunal (NCLT) regarding the Corporate Insolvency Resolution Process (CIRP) continues to remain stayed by the NCLAT. This stay order ensures that:

• The NCLT order remains inoperative
• All proceedings arising from the NCLT order remain suspended
• The company maintains full operational capacity
• Financial soundness remains intact

Corporate Governance Commitment

The company emphasized its commitment to high standards of governance and timely disclosure in the interest of all stakeholders. Despite the formal adjournment order being awaited, Embassy Developments proactively shared this update to maintain transparency with investors and regulatory authorities.

Company Operations

Embassy Developments, formerly known as Equinox India Developments Limited and earlier as Indiabulls Real Estate Limited, continues its normal business operations. The ongoing legal proceedings have not impacted the company's day-to-day activities or financial stability.

The notification was signed by Company Secretary Vikas Khandelwal and communicated to both BSE Limited and National Stock Exchange of India Limited on January 23, 2026. Investors and stakeholders await the next hearing scheduled for February 5, 2026, for further developments in the NCLAT proceedings.