Prozone Realty Board Approves Major Asset Restructuring and Subsidiary Divestment
Prozone Realty Limited's board of directors has approved a significant asset restructuring plan during its meeting held on April 28, 2026, from 04:30 PM to 06:30 PM. The comprehensive plan involves internal asset transfers, divestment of material subsidiaries, and strategic acquisition to strengthen the company's position in high-yielding real estate assets.
The board approved the hiving off of land assets from two key subsidiaries into separate special purpose vehicles. Alliance Mall Developers Co. Pvt. Ltd.'s land assets in Coimbatore will be transferred to Prozone Horizons Private Limited, while Empire Mall Private Limited's assets in Chhatrapati Sambhaji Nagar will move to Hagwood Commercial Developers Private Limited.
Asset Transfer Details: - Alliance Mall Developers Co. Pvt. Ltd. - Land Area: 39,753.50 sq. mt. (9.82 acres) - Project Type: 540 residential units, Club House - Estimated Consideration: Rs. 44 crores approx. - Receiving Entity: Prozone Horizons Private Limited - Empire Mall Private Limited - Land Area: 26,047.39 sq. mt. (6.44 acres) - Project Type: Vacant land for future development - Estimated Consideration: Rs. 13 crores approx. - Receiving Entity: Hagwood Commercial Developers Private Limited
The company plans to divest its material subsidiaries to Inorbit Malls (India) Private Limited or its affiliates. This transaction involves the sale of 100% equity shareholding in Kruti Developers Private Limited, along with controlling stakes in Alliance Mall Developers and Empire Mall Private Limited.
Financial Performance (FY 2024-25): - Alliance Mall Developers Co. Pvt. Ltd. - Turnover: INR 5,927.23 lakhs (33.16%) - Net Worth: INR 17,349.13 lakhs (22.26%) - Empire Mall Private Limited - Turnover: INR 6,271.36 lakhs (35.09%) - Net Worth: INR 24,611.41 lakhs (31.57%) - Kruti Developers Private Limited - Turnover: INR Nil lakhs (0%) - Net Worth: INR -2.42 lakhs (0%)
The aggregate gross consideration for this divestment is approximately Rs. 1,242.50 crores, subject to adjustments for other assets and liabilities at closing. The transaction is not classified as a related party transaction since Inorbit Malls does not belong to the promoter or promoter group of Prozone Realty.
Prozone Realty will acquire a 17.507% stake in Gajaanan Property Developers Private Limited (GPDPL) for an estimated consideration of Rs. 24 crores. This acquisition aligns with the company's strategy to expand its presence in high income-yielding assets.
GPDPL Details (FY 2024-25): - Net Worth: Rs. 58,39,28,000 - Turnover: Rs. 2,32,19,23,909 - Shares to be Acquired: 17,51,020 shares (17.507%) - Business Focus: Real estate construction and development
The company will seek shareholder approval through a postal ballot dated April 28, 2026, for the proposed transactions. The divestment of material subsidiaries is expected to be completed within 90 days of passing the shareholder resolution, while the GPDPL acquisition will be completed within 180 days of board approval.
All transactions comply with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and relevant regulatory requirements under SEBI master circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 issued on January 30, 2026. The internal asset transfers are exempted from related party transaction regulations as they involve wholly owned subsidiaries of the company under Regulation 23(5) of SEBI (LODR) Regulations 2015.