Mahindra & Mahindra Subsidiary Forms Joint Venture with Mitsui Fudosan for Bengaluru Real Estate Development

Mahindra & Mahindra Limited has announced a significant strategic partnership through its listed subsidiary, Mahindra Lifespace Developers Limited (MLDL), which executed joint venture agreements with Mitsui Fudosan (Asia) Pte. Limited (MFA) on February 9, 2026. The partnership involves the transfer of equity stake in MLDL's subsidiary for residential real estate development in Bengaluru.

Under the executed Shareholders Agreement and Investment Agreement, MLDL will transfer 49% equity stake in Mahindra Blossom Developers Limited (MBLDL) to MFA. This transaction will result in MBLDL ceasing to be a wholly-owned subsidiary of MLDL, though it will continue as a subsidiary and remain a step-down subsidiary of Mahindra & Mahindra Limited.

The joint venture centers around the development of the 'Alembic Undertaking', a residential real estate development project in Bengaluru. MLDL will transfer this undertaking, including all relevant assets and liabilities, to MBLDL as a going concern on a slump sale basis. The value of consideration, including relevant assets after deducting liabilities, aggregates to a net amount not exceeding Rs. 100 crores.

MBLDL will undertake a substantial rights issue to fund the project development. The company will issue 23,03,00,000 equity shares with a face value of Rs. 10 each, aggregating to Rs. 230,30,00,000. Both partners will subscribe to this rights issue maintaining their ownership ratio. MLDL will subscribe to 51% of the shares, amounting to Rs. 117,45,30,000, while MFA will subscribe to 49%, amounting to Rs. 112,84,70,000.

The joint venture agreement establishes a structured governance framework for MBLDL. The board composition will reflect the ownership structure, with MLDL having the right to nominate up to three directors, while MFA can nominate two directors. Additionally, an Independent Director or other director may be appointed as required under applicable laws and transaction documents.

The transaction documents are subject to receipt of all necessary approvals, including shareholders' approval as required under applicable laws. The agreements comply with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and related provisions. The Business Transfer Agreement and Conveyance Deed are expected to be executed before March 31, 2026, or as mutually agreed between the parties.

Mitsui Fudosan (Asia) Pte. Limited represents one of Japan's largest real estate developers with a global presence. The partnership aims to provide operational flexibility, efficient management, sharp execution focus, and better monitoring of the residential project. This collaboration leverages MFA's international expertise in real estate development while maintaining MLDL's local market knowledge and project management capabilities.