3.21 Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation. Provisions are not discounted to their present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.
3.22 Contingent liabilities and contingent assets
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised because it cannot be measured reliably. The Company does not recognise a contingent liability but discloses its existence in the standalone financial statements.
Contingent assets are disclosed only when inflow of economic benefits therefrom is probable and recognized only when realization of income is virtually certain.
3.23 Onerous contracts
A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company recognises any impairment loss on the assets associated with that contract.
3.24 Significant accounting judgements, estimates and assumptions
The preparation of standalone financial statements in conformity with the recognition and measurement principles of Ind AS requires management to make judgements, estimates and assumptions that affect the reported balances of revenues, expenses, assets and liabilities and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgements
In the process of applying the accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the standalone financial statements:
Classification of property
The Company determines whether a property is classified as investment property or inventory:
The Company is developing a township project containing various types of real estate development. Based on the intention of use, the land and related development cost have been classified as either investment property, property plant & equipment or have been inventorised.
Investment property comprises land and buildings (principally offices, commercial and school property) that are not occupied substantially for use by, or in the operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings are substantially rented or intended to be rented to tenants and not intended to be sold in the ordinary course of business. Inventory comprises of property that is held for sale in the ordinary course of business. Principally, this is residential property that the Company develops and intends to sell before or on completion of construction/development.
The Company based its assumptions and estimates on parameters available on the reporting period about future developments. The above judgements may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
3.25 Earnings before finance costs, depreciation, amortisation and tax
The Company has elected to present earnings before finance cost, depreciation, amortisation and tax as a separate line item on the face of the Statement of Profit and Loss.
3.26 Leases
A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Company as a lessee
The Company, at the inception of a contract, assesses whether the contract is a lease or not lease. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:
(i) the contract involves the use of an identified asset;
(ii) the Company has the right to obtain substantially all the economic benefits from use of the asset throughout the period of use; and
(iii) the Company has the right to direct the use of the asset.
Right-of-use assets
The Company recognises right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use assets is depreciated using the straight¬ line method from the commencement date over the shorter of lease term or useful life of right-of-use asset unless the lease transfers ownership of the underlying assets to the Company by the end of the lease term or the cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case right-of-use asset will be depreciated over the useful
life of the underlying asset, which is determined on the same basis as those of plant property and equipment. Right of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.
The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease or transition to Ind AS 116 (Leases), whichever earlier. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate. For leases with reasonably similar characteristics, the Company, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease. The lease liability is subsequently re-measured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and re-measuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments. The Company recognises the amount of the re-measurement of lease liability due to modification as an adjustment to the right-of-use asset and statement of profit and loss depending upon the nature of modification. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Company recognises any remaining amount of the re-measurement in statement of profit and loss.
The Company applies the low-value asset recognition exemption on a lease-by-lease basis, if the lease qualifies as leases of low-value assets. In making this assessment, the Company also factors below key aspects:
• The assessment is conducted on an absolute basis and is independent of the size, nature, or circumstances of the lessee.
• The assessment is based on the value of the asset when new, regardless of the asset's age at the time of the lease.
• The lessee can benefit from the use of the underlying asset either independently or in combination with other readily available resources, and the asset is not highly dependent on or interrelated with other assets.
• If the asset is subleased or expected to be subleased, the head lease does not qualify as a lease of a low-value asset.
Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.
The company presents the right-of-use asset in the appropriate line item of the balance sheet as if they were owned and disclose in the notes the line items which include such assets.
3.27 Debenture Redemption Reserve
In accordance with section 71 of the Companies Act, 2013 read along with circular issued by Ministry of Corporate Affairs No 4/2013 the Company is required to create a debenture redemption reserve amounting to 10% of the value of redeemable debentures out of profits of the Company available for distribution. During the year ended March 31, 2026 and March 31, 2025, there are no profits available for distribution hence there is no requirement to create a debenture redemption reserve.
3.28 Unbilled Revenue
A contract asset is the right to consideration in exchange for goods or services transferred to the customer. The Company based on the contractual terms and past experience determines the performance obligation satisfaction over time. Unbilled revenue is recognised for the service rendered where final invoice is not raised for the service. Unbilled revenue is disclosed under "financial assets" in balance sheet.
3.29 Share Warrants
Share warrants issued by the Company entitle the holders to subscribe to equity shares of the Company at a predetermined exercise price within the specified exercise period, subject to the terms and conditions of the warrant issue.
The consideration received on issue of share warrants, including any upfront subscription amount, is recognised within equity as Share Warrant Application Money Pending Allotment, where the warrants satisfy the definition of an equity instrument under applicable accounting standards. Such amount is not subsequently remeasured.
Upon exercise of the warrants, the amount received on issue of the warrants together with the balance consideration received on exercise is transferred to Equity Share Capital and Securities Premium, as appropriate.
Where the warrants lapse or expire unexercised, the amount received on issue of such warrants is transferred within equity to an appropriate reserve in accordance with the applicable provisions of the Companies Act, 2013 and other applicable regulatory requirements. No gain or loss is recognised in the Statement of Profit and Loss on such lapse or expiry.
3.30 Employee Benefits
Employee benefits are recognised as an expense in the Statement of Profit and Loss when the related service is rendered by employees.
a) Short-term employee benefits
Short-term employee benefits, including salaries, wages, bonus, expected to be settled wholly within twelve months after the end of the reporting period, and other employee benefits, are recognised as an expense in the period in which the related services are rendered. Liabilities for such benefits are measured at the undiscounted amount expected to be paid.
b) Defined contribution plans
The Company's contributions to defined contribution plans, including provident fund, employee state insurance and other applicable statutory contribution schemes, are recognised as an expense in the Statement of Profit and Loss in the period during which the employees render the related services. The Company has no further obligation beyond its contributions to such plans.
c) Defined benefit plans
The Company's gratuity obligation is a defined benefit plan. The liability recognised in the Balance Sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the reporting date, less the fair value of plan assets, where applicable.
The defined benefit obligation is determined annually by an independent actuary using the projected unit credit method. The present value of the obligation is determined by discounting the estimated future cash outflows using market yields at the reporting date on government bonds that have terms approximating the terms of the related obligation.
Remeasurements comprising actuarial gains and losses, the return on plan assets (excluding amounts included in net interest on the net defined benefit liability/asset), and any change in the effect of the asset ceiling are recognised immediately in Other Comprehensive Income and are not reclassified to the Statement of Profit and Loss in subsequent periods.
Past service cost is recognised immediately in the Statement of Profit and Loss in the period of a plan amendment or curtailment. Net interest on the net defined benefit liability (asset) is recognised in finance costs.
The Company measures its gratuity obligation based on the applicable provisions of the Code on Social Security, 2020 and the rules notified thereunder, to the extent such provisions are applicable as at the reporting date.
d) Other long-term employee benefits
Liabilities for long-term compensated absences and other long-term employee benefits are determined using the projected unit credit method at the reporting date. Actuarial gains and losses arising from remeasurements are recognised immediately in the Statement of Profit and Loss.
e) Termination benefits
Termination benefits are recognised as an expense when the Company can no longer withdraw the offer of those benefits or when the Company recognises costs for a restructuring that is within the scope of the applicable accounting standards and involves the payment of termination benefits, whichever is earlier.
3.31 Employee Share-based Payments
The Company accounts for employee share-based payment arrangements in accordance with the principles of Ind AS.
Equity-settled share-based payments are measured at the fair value of the stock options on the grant date. The grant date fair value is recognised over the vesting period based on the best estimate of the number of options expected to vest.
Where stock options are granted to employees of the Company, the grant date fair value is recognised as an employee benefit expense in the Statement of Profit and Loss, with a corresponding credit to the Employee Stock Options Outstanding Account under equity.
Where stock options are granted by the Company to employees of its subsidiary companies, the grant date fair value of such options is recognised as an increase in the carrying amount of the Company's investment in the respective subsidiary, with a corresponding credit to the Employee Stock Options Outstanding Account under equity. Such amounts are recognised over the vesting period based on the estimate of the number of options expected to vest.
The estimate of the number of options expected to vest is revised at each reporting date, and the impact of any revisions is recognised prospectively over the remaining vesting period.
Upon exercise of the options, the proceeds received together with the balance standing in the Employee Stock Options Outstanding Account relating to such options are transferred to equity share capital and securities premium, as applicable.
Options that lapse or are forfeited due to failure to satisfy vesting conditions are reversed to the extent required under the applicable accounting standard. Upon expiry of vested options that remain unexercised, the balance in the Employee Stock Options Outstanding Account relating to such options is transferred within equity, without any impact on the Statement of Profit and Loss.
3.32 Recent accounting pronouncements
i) Standards issued and made effective
The Ministry of Corporate Affairs ("MCA") notified new standards or amendment to existing
standards under Companies (Indian Accounting Standards) Rules 2015 as issued from time to time.
1. Amendments to Ind AS 1 - Classification of liabilities as current or non-current liabilities with covenants
MCA via notification dated August 13, 2025 announced amendments to Ind AS 1, Presentation of Financial Statements, which elaborate on guidance set out in Ind AS 1 by:
• Clarifying that the right to defer settlement of a liability for at least 12 months after the reporting period;
- Must have substance; and
- Must exist at the end of the reporting period;
• Stating that management’s expectations around whether the settlement of a liability would be deferred or not, does not impact the classification of the liability;
• Including requirements of liabilities that can be settled using an entity’s own instruments; and
• Stating that at the reporting date, the entity does not consider covenants that will need to be complied with in the future when considering the classification of the debt as current and non-current.
In addition an entity is required to disclose when a liability arising from a loan agreement is classified as non-current and the entity’s right to defer settlement is contingent on compliance with future covenants within twelve months. The amendments have resulted in additional disclosures (refer Note 13), but have not had an impact on the classification of the Group’s liabilities as at the balance sheet date.
2. Amendments to Ind AS 21 - Lack of
exchangeability
MCA via notification dated May 07, 2025, announced amendments to Ind AS 21, The effects of Changes in Foreign Exchange Rates, to specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity’s financial performance, financial position and cash flows.
The amendments do not impact on the Company’s financial statements.
3. Amendments to Ind AS 7 and Ind AS 107 - Supplier finance arrangements
MCA via notification dated August 13, 2025 announced amendments to Ind AS 7, Statement of Cash Flows and Ind AS 107, Financial Instrument: Disclosures and which introduced disclosure requirements with the objective to enable users of financial statements to assess how supplier finance arrangements affects an entity’s liabilities, cashflows and exposure to liquidity risk.
The amendments do not impact on the Company’s financial statements.
4. Amendments to Ind AS 12 - International tax reform - pillar two model rules
MCA via notification dated August 13, 2025 announced amendments to Ind AS 12, Income taxes, which includes:
• A temporary exception to the recognition and disclosure of deferred taxes arising from the implementation of the pillar two model rules; and
• Additional disclosure requirements targeted at a reporting entity’s exposure to income taxes in period in which the pillar two model legislation is enacted or substantively enacted but not yet in effect.
• The amendments do not impact on the Company’s financial statements.
ii) Standards notified but not yet effective
During the year ended March 31, 2026,
MCA has notified following new standards or amendments to the existing standards applicable to the Company:
1. Amendments to Ind AS 1 - Classification of liabilities as current or non-current liabilities with covenants
Paragraph 74 of Ind AS 1 currently effective for the year ended March 31, 2026 requires the entity not to classify the liability as current, if there is a breach of a material covenant of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability
becomes payable on demand on the reporting date, however, the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.
MCA vide notification dated August 13, 2025, has introduced amendment under paragraph 74 of Ind AS 1 which required the entity to classify the liability under the aforementioned situation because, at the end of the reporting period, it does not have the right to defer its settlement for at least twelve months after that date. Such amendment has been made effective for annual reporting period beginning on or after April 01, 2026 retrospectively in accordance with Ind AS 8.
The amendment is not expected to have a material impact on the Company’s financial statements.
i) Investment property comprises of cost of freehold land at Embassy Springs, freehold land at Boulevard Club, building and other assets at Boulevard Club.
ii) A part of the investment properties have been leased out to lessees / held for lease on operating lease basis.
iii) Plant and machinery, furniture and fixtures , electrical equipments , office equipments , computers and operating supplies are physically attached to the building and are an integral part thereof; hence, they are considered as part of investment property.
iv) Refer note 45 for disclosure of contractual commitments for the acquisition of investment properties.
(b) Determination of Fair value
The fair value of investment property has been determined by external independent property valuers, having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. The independent valuers provide the fair value of the investment property annually.
The Company has used "Direct Comparison Method", "Discounted Cash Flow Method" and "Depreciated Replacement Cost Method" for assessing the fair value of the property as on March 31, 2026 and as on March 31, 2025.
The "Direct Comparison Method" is based on the comparison of the property to similar positioned properties in the region. Wherein, the property is accorded premium / discounts based on various factors to arrive at achievable market value of the property as on the date of valuation. The result is the best estimate of value, the valuer can attribute and is an estimate. This methodology uses market information such as quoted / transacted value of various comparable.
The "Depreciated Replacement Cost Method" is adopted to value the existing built-up structures at the subject property. In this approach, the current replacement cost of the structures (given the current condition of the property) is evaluated after giving regards to parameters such as construction specifications, age of the building, etc. and the same is depreciated based on parameters such as age, remaining useful life, etc. of the structures to assess the depreciated replacement cost of the existing built-up structure at the subject property.
In the "Discounted Cash Flow Method", the future cash flows from the property are forecasted using precisely stated assumptions. This method allows for the explicit modelling of income associated with the property. These future financial benefits are then discounted to a present day value at an appropriate discount rate.
Para 97 of Ind AS 113 Fair value measurements states that for each class of assets and liabilities not measured at fair value in the balance sheet but for which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and (i). However, the said para states that an entity is not required to provide the quantitative disclosures about significant unobservable inputs used in fair value measurements categorised within Level 3 of the fair value hierarchy required by paragraph 93(d). Therefore, no disclosure in relation to sensitivity analysis of significant unobservable inputs used in fair value measurements of Investment property and Investment property under development (including capital advances) has been provided in the standalone financial statements.
The fair value measurement for all of the investment property has been categorised as a Level 3 fair value based on the inputs to the valuation technique used.
(c) Restriction on realisability
The above said property is placed as collateral security for the secured loan availed by the Company.
Refer note 24 for information on charge created.
(d) Reclass from Investment property to inventories
During the year ended March 31, 2026, the Company reclassified certain land from investment property to inventories based on a change in its intended use.
i) Investment property under development comprises of infrastructure cost incurred for the development of property predominantly for the club house and school development.
ii) Refer note 73 for Investment property under development ageing schedule.
iii) During the year ended March 31, 2026, the Company reclassified certain assets from investment property under development to inventories consequent to a change in the intended use of the underlying land.
Note (a): The Company has placed the shares held as security against loan taken by Embassy Orange Developers Limited (formerly known as Embassy Orange Developers Private Limited).
Note (b): The Company accounted for the impairment of investments in equity shares of Summit Developments Limited (formerly known as Summit Developments Private Limited) based on a fair valuation report.
Note (c) : The Company has opted to account for investments in subsidiaries, joint ventures and associates at cost as per Ind-AS 27 'Separate financial statements.
A The investments are being carried at zero value pursuant to a business combination (refer note 50).
$ The investments are pledged towards Non-convertible debentures issued by certain subsidiary companies.
* The investments are sold during the year to its subsidiaries.
# The companies have been struck off during the year.
Refer note 48 for information on subsidiaries and step down subsidiaries of the Company.
(iii) Rights, preferences and restrictions attached to equity shares and preference shares
The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Company’s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.
(v) Shares allotted by way of bonus shares and for consideration other than cash
During the year ended March 31, 2025, the Company had issued 60,91,05,999 equity shares pursuant to a scheme of amalgamation (refer note 50). There have been no issue of shares by way of bonus shares or issue of shares pursuant to contract without payment being received in cash for the period of five years immediately preceding the balance sheet date apart from the above mentioned 60,91,05,999 shares issued pursuant to a scheme of amalgamation.
(vi) During the year ended March 31, 2021, the Company, through its established trust “EMBDL - Employee Welfare Trust (formerly known as 'Indiabulls Real Estate Limited - Employees Welfare Trust')“ (“the trust”) had in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 purchased its 31,25,164 equity shares from the open market, for the implementation and administration of its employees benefit schemes. During the year ended March 31, 2023, the trust had sold 25,25,164 equity shares in the open market and passed on the benefit to the Company which in turn passed on the benefit to the eligible employees. The trust still holds 6,00,000 equity shares of the Company as at the year ended March 31, 2026 (March 31, 2025: 6,00,000 equity shares). The face value of these shares have been deducted from the paid-up share capital of the Company.
(vii) Aggregate number of shares bought back
There have been no buy back of shares for consideration other than cash for the period of five years immediately preceding the balance sheet date.
(viii) During the year ended March 31, 2025, the Company had allotted 9,13,55,606 equity shares of face value of H 2 per share through preferential allotment and received on amount aggregating to H 10,187.06 millions.
(ix) Share warrants*
During the year ended March 31, 2025, pursuant to the approval of the shareholders and in accordance with the applicable provisions of the Companies Act, 2013 and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Company issued share warrants on a preferential basis to identified investors. Each warrant is convertible into one fully paid-up equity share of the Company upon payment of the exercise price within the prescribed exercise period of 18 months from the date of allotment. Upon exercise of the warrants and receipt of the consideration, the Company allots the corresponding equity shares, which rank pari passu in all respects with the existing equity shares of the Company.
Nature and purpose of other reserves:
(a) Capital reserve
The balance represents (i) excess of net assets acquired over the consideration transferred pursuant to an amalgamation, and (ii) share warrant application money forfeited in accordance with Regulation 169(3) of Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations.
(b) Securities premium
Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilized in accordance with the provision of Section 52(2) of Companies Act, 2013.
(c) Retained earnings
Retained earnings are the profits/(loss) that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement (loss)/gain on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.
(d) Equity portion of interest free loans
It represents the equity component arising on fair valuation of the said loans as required under Ind AS 109. During the year ended March 31, 2026, the reserve has been moved to retained earnings.
(e) Equity portion of corporate guarantee received (net of guarantee given)
It represents the equity component arising on fair valuation of the corporate guarantee on loan taken and given as required under Ind AS 109. During the year, to the extent of corporate gurantee given (net of received) and which are extingused, the respective equity components are transferred to retainted earnings.
(f) Equity component of compulsorily convertible debentures
It represents the equity component arising from the fair valuation of debentures as required under Ind AS 109. During the year ended March 31, 2025 the compulsorily convertible debentures were converted into equity shares, and the related equity component was reclassified into equity share capital and securities premium.
(g) Share based payment reserve
The Company had created “EMBDL - Employee Welfare Trust (formerly known as 'Indiabulls Real Estate Limited - Employees Welfare Trust')” (”the trust”) for the implementation of schemes namely employees stock options plans, employees stock purchase plan and stock appreciation rights plan. The Company treats the trust as its extension and the Company’s own shares held by the trust are treated as treasury shares. The premium over face value of the acquired treasury shares are presented as a deduction from the securities premium. The original cost of treasury shares and the proceeds of any subsequent sale are presented as movements in equity.
During the year ended March 31, 2026, the Company has launched a new Employee Stock Option Scheme - 2025 ('ESOS 2025'). For further details, refer note 62.
(h) General Reserve
Pursuant to the Scheme of Amalgamation being accounted for as a reverse acquisition under Ind AS 103, the legal share capital of the Company reflects the equity shares issued by Embassy Developments Limited (formerly known as Equinox India Developments Limited and earlier known as Indiabulls Real Estate Limited), while the pre¬ combination share capital of NAM Estates Private Limited, being the accounting acquirer, has been reclassified to General Reserve. Accordingly, the balance in General Reserve includes the historical share capital of the accounting acquirer as at the effective date of the Scheme.
(a) Non-convertible debentures (“NCDs“) - balance as at March 31, 2026: K 2,821.76 millions (as at March 31, 2025: Nil). The unamortized upfront fees on borrowing amounts to K 18.76 millions (March 31, 2025: Nil)
The Company entered into debenture trust deed dated January 29, 2026 for issue of 40,000 unlisted, unrated, secured, redeemable NCDs having face value of H 0.100 million each for an aggregate of H 4,000.00 millions. During the year ended March 31, 2026, the Company has issued 27,500 NCDs aggregating to H 2,750.00 millions.
The NCDs carry a coupon rate of 11.00% per annum compounded monthly with a total yield of 18.30% per annum on internal rate of return (“IRR“) basis.
The NCDs are redeemable at 10% each in quarterly tranches commencing from April 30, 2027. The NCD are fully redeemable by July 31, 2029.
Secured by way of mortgage of below properties:
1. A first-ranking exclusive mortgage over, inter alia, all piece and parcel of land admeasuring 10.689 acres (43,260.17 square meter) (“the Project Land”) carved out of 14 acres 13.66 guntas, situated at Hegganahalli village, Kundana hobli, Devanahalli Taluk, Bengaluru in favour of the debenture trustee.
2. A first-ranking exclusive charge over, inter alia ,all rights, title, interest, benefits, claims and demands in all receivables, bank accounts, movable assets, current and general assets and intangible assets w.r.t The Project Land in favour of the Debenture Trustee.
(b) HDFC Bank Limited - balance as at March 31, 2026, including current maturities of long-term debt: K 7,000.37 millions (as at March 31, 2025, including current maturities of long-term debt: K 12,136.33 millions). The unamortized transaction cost on borrowing amounts to K 24.47 millions (March 31, 2025: K 66.07 millions)
1. As per the terms & conditions, borrowings are guaranteed by JV Holding Private Limited, Embassy Property Development Private Limited, Embassy Infra Developers Limited (formerly known as Embassy Infra Developers Private Limited), Udhyaman Investments Private Limited, OMR Investments LLP and Grove Ventures.
2. Personal guarantee of a Director and a relative of the director of the Company.
3. Mortgage of scheduled receivable of sold and unsold units under the documents entered into with the customers of the projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in connection with or relating to the above projects.
4. Applicable rate of interest as may be fixed or revised time to time.
5. Repayment terms:
Company will ensure that the maximum principal outstanding from the date of first disbursement of the loan does not exceed as per the schedule below:
(c) Kotak Mahindra Bank Limited - balance as at March 31, 2026: J 254.65 millions (as at March 31, 2025: Nil). The
unamortized upfront fees on borrowing amounts to J 5.03 millions (March 31, 2025: Nil)
The applicable rate of interest shall be Kotak MCLR plus 1.95% (applicable MCLR period 1 year)
The loan shall be repayable in quarterly tranches of H 250.00 millions each commencing from January 16, 2028.
Secured by way of mortgage of below properties:
1. A first-ranking and exclusive mortgage over 96,427 and 78,622 square meter of Floor Area Ratio (“FAR“) utilised for construction and development of Project Embassy Verde and Embassy Edge arising out of total project land admeasuring to 37 acres 37 guntas situated at Hegganahalli Village and Nagamangala Village, Devanahalli Taluk, Bengaluru.
2. A first-ranking and exclusive charge over the project receivables and Escrow account /any other investments where the project receivables are held.
3. A first-ranking pari-passu charge over the amenities developed / to be developed on 5,620 square meter of FAR arising out of total project land.
(d) Vehicle Loans from Kotak Mahindra Prime Limited - amounting to: J 23.06 millions (March 31, 2025: J 55.14 millions) - including current maturities of long term debt
(i) Secured by hypothecation of motor vehicles.
(ii) These loans carry an interest rate of 7.74% to 10.07%.
(iii) The principal amount has to be repaid up to 60 equated monthly instalments.
(e) Vehicle Loans from Axis Bank, ICICI Bank and HDFC Bank - amounting to: J 190.24 millions (March 31, 2025: J 143.19 millions) - including current maturities of long term debt
(i) Secured by hypothecation of motor vehicles.
(ii) These loans carry an interest rate of 7.60% to 10.01%.
(iii) The principal amount has to be repaid up to 60 equated monthly instalments.
(f) Inter-corporate deposits from related party
The Company has availed inter-corporate deposits from a related party. The inter-corporate deposits is repayable on such intervals as may be agreed upon by the parties. The inter-corporate deposits outstanding as on March 31, 2026 is Nil (March 31, 2025: H 7,195.43 millions). Interest rate applicable to the inter-corporate deposits is 13.25% p.a. effective from January 25, 2025.
*Refer note 49 for details of transactions with related parties. includes interest accrued.
(a) During the year ended March 31, 2025, the Company had issued 1,200 unlisted, non-convertible debentures ('NCDs') of H 1.00 million each. The NCDs are carrying an interest rate of 12.00% per annum. The NCDs have been repaid on September 5, 2025.
(b) Inter - corporate deposit from related parties
The Company has availed various inter-corporate deposits from related parties as stated below:
i) Interest free inter-corporate deposits amounting to H 5,433.96 millions (March 31, 2025: H 1,494.78 millions);
ii) Inter-corporate deposits of H 1,643.37 millions (March 31, 2025: H 1,551.90 millions) (including interest accrued) at interest rate of 9.50% per annum;
iii) Inter-corporate deposits of H 1,412.07 millions (March 31, 2025: H 1,658.75 millions) (including interest accrued) at interest rate of 6.50% per annum;
iv) Inter-corporate deposits of H 257.49 millions (March 31, 2025: H 181.29 millions) (including interest accrued). Interest rate applicable to the inter-corporate deposits is 13.25% per annum effective from January 25, 2025.
All the above inter-corporate deposits are repayable on demand.
(c) Intercorporate deposit from others
The Company has availed inter-corporate deposit of H730.00 millions from others with interest rate 18.00% p.a. The outstanding balance as on March 31, 2026 is Nil (March 31, 2025: H 730.00 millions).
44 Exceptional Items
a) During the year ended March 31, 2025, the exceptional item of H 280.00 millions pertains to stamp duty payable for transferring the title of the assets pursuant to the scheme of amalgamation (refer note 50). During the year ended March 31, 2026, there has been a reversal of H 5.00 millions on actualisation of stamp duty cost.
b) Effective November 21, 2025, the Government of India consolidated 29 existing labour regulations into four labour codes, namely, the Code on Wages, 2019; the Industrial Relations Code, 2020; the Code on Social Security, 2020; and the Occupational Safety, Health and Working Conditions Code, 2020, collectively referred to as the ‘New Labour Codes’. The New Labour Codes have resulted in a one-time material impact in provision for employee benefits on account of recognition of past service costs. Based on the requirements as per the New Labour Codes and relevant Accounting Standard, the Company has assessed and accounted the estimated impact as exceptional Item in the statement of profit and loss for the year ended March 31, 2026 amounting to H 8.44 millions. Upon notification of the related rules to the New Labour Codes by the Government and any further clarification from the Government on other aspects of the New Labour Codes, the Company will evaluate and account for additional impact, if any, determined in subsequent periods.
Note
(a) H 4.37 millions pertains to Mariana Infrastructure Limited (erstwhile wholly owned subsidiary) which has been sold during the year ended March 31, 2020 and as per definitive agreement, any tax demands relating to periods prior to the date of definitive agreement shall be borne by the Company. The matter is pending before CIT(A).
(b) The Company has filed an appeal before the Additional Commissioner (Appeals-II) against demand received for H 2.23 millions for the period July 2017 to March 2018. The Company has paid H 0.22 millions under protest.
(c) The Company has received a demand of H 186.27 millions for the FY 2019-20 w.r.t short payment of tax for amount received from Government of Maharashtra for cancellation of agreement to construct public library. The Company is yet to file appeal.
(d) The Company has provided support letter to several of its subsidiaries wherein it has accepted to provide the necessary level of financial support to enable the subsidiary to operate as a going concern and meet its obligations as and when they fall due.
(e) The Company has received favourable orders from the Income Tax Appellate Tribunal (ITAT) in respect of the income tax matters pertaining to Assessment Years 2018-19 and 2022-23. The Income Tax Department has filed appeals before the Hon’ble High Court of Bombay against the said orders. The aggregate amount involved in these matters is H 32.07 million. Accordingly, the matter continues to be disclosed as a contingent liability.
(f) The Company had filed appeals against various demands raised by the Income Tax and Goods and Services Tax (GST) authorities. These appeals have been decided in favour of the Company. Subsequently, the respective authorities have filed further appeals before the appropriate appellate forums, which are pending adjudication as at the reporting date. Based on the favourable orders received and the merits of the cases, the management believes that no material outflow of economic resources is expected in respect of these matters.
46 Other litigations
(a) The Company has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also based on the court rulings (in favour of the Company), believe that the title to the land held by it is good and marketable. The future expected cash outflow out of the above pending cases/litigations cannot be ascertained, hence no amounts has been quantified.
(b) The Company has received stay order from Hon’ble High Court of Karnataka on levy of GST on corporate guarantee. In view of the stay granted to the Company, the matter is subjudice and the Company is of the opinion that no provisioning is required w.r.t the levy of GST.
(c) Certain buyers of residential projects being developed by the subsidiary companies (“Developer”) of Embassy Developments Limited (formerly known as Equinox India Developments Limited and earlier known as Indiabulls Real Estate Limited) (“EDL” / “the Company”) have filed their grievances against the respective Developer(s) before different Courts / Forums/ Authorities etc., wherein though they have made EDL, as a party to the complaint, without seeking any specific relief against the Company. The Company has responded to the complaints, stating that there are no allegations against the Company and has no role in the alleged transaction, as the Company is neither a developer of the project nor any payment made by any allottee to the Company. As such the name of the Company is to be deleted from the array of the parties. Based on the above facts and defence taken in these matters and the independent legal advice from the Counsels, the management believes that there is a reasonable likelihood that there is no liability that will devolve on the Company in respect of these matters.
(d) The Company had a wholly owned subsidiary M/s Sinnar Thermal Power Limited (“STPL”) which was carrying on power generation business. Subsequently in the financial year 2010-2011 STPL was demerged into a third party entity. Post demerger STPL was not under the control of the Company and was managed by a separate promoter entity not related to the Company viz Rattan India Power Limited and Rattan India Enterprises Limited (the New Promoters). During the previous years, financial years 2010-2011, 2013-2014, and 2016-2017, STPL had approached a consortium of banks for certain credit facilities. Accordingly, along with other consortium members, the lender, then known as “ Syndicate Bank”, specifically sanctioned credit facilities aggregating to H 1,444.00 millions to STPL. The Company had issued a conditional corporate guarantee guaranteeing equity infusion into STPL only in case if equity is not infused by the New Promoters. Further post demerger and transfer of control to New Promoter in the financial year 2017-18, STPL defaulted in repayment of facilities availed from the consortium and was classified as a Non-Performing Asset (NPA) and is undergoing CIRP process.
The lender invoked the corporate guarantee on the Company and the New Promoters pursuant to which, a Corporate Insolvency Resolution Process (“CIRP”) and related appointment of an Interim Resolution Professional (“IRP”) was initiated against the Company through an order dated December 9, 2025 of the National Company Law Tribunal (“NCLT”), Delhi Bench, under the provisions of the Insolvency and Bankruptcy Code, 2016 (“Code”).
Immediately pursuant to the CIRP being initiated against the Company, the Company had filed an appeal with National Company Law Appellate Tribunal (“NCLAT”) and vide NCLAT’s order dated December 11, 2025, the CIRP and IRP appointment has been stayed pending adjudication of the appeal by NCLAT. Subsequent to detailed hearings, NCLAT pronounced its judgement on May 04, 2026, allowing the Company’s appeal and dismissing the Section 7 application filed by the lender. Pursuant to this order, the Parent Company is no longer under CIRP.
Apart from the above, as of March 31, 2026, and March 31, 2025, there are no contingent liabilities and commitments to be reported.
(v) The Company has entered into lease arrangements that include extension and termination options. These options are negotiated to provide operational flexibility and enable the Company to align its lease commitments with its business requirements. Management applies significant judgement in assessing whether it is reasonably certain that such extension or termination options will be exercised. Accordingly, the lease term used for measuring the lease liability and the corresponding right-of-use asset reflects the period determined by management, including the impact of extension and termination options where their exercise is considered reasonably certain.
49 Related party transactions
The Hon'ble National Company Law Appellate Tribunal, New Delhi Bench, ("NCLAT") on January 07, 2025 approved the scheme of amalgamation of NAM Estates Private Limited ("NAM") and Embassy One Commercial Property Developments Private Limited ("EOCPDPL") with Embassy Developments Limited ("EDL") and their respective shareholders and creditors ("Scheme") pursuant to sec 230 to 232 of the companies Act, 2013 and other applicable provisions of the Act, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. Pursuant to the NCLAT Order, EDL and Nam have filed the certified true copy of the court order with the respective jurisdictional Registrar of Companies on January 24, 2025 thereby giving effect to the Scheme ("Effective date").
Subsequent to the Scheme becoming effective, existing shareholders of NAM, that is, JV Holding Private limited ("JVHPL") along with its subsidiaries/affiliates became largest shareholder of the Company and was declared as promoter/ promoter group of the Company. Hence, the business acquisition has been treated as reverse acquisition for financial reporting purposes in accordance with Ind AS 103, with NAM as the accounting acquirer/legal acquiree and Embassy Developments Limited as accounting acquiree/ legal acquirer.
Accordingly, these standalone financials presented under the name of Embassy Developments Limited (legal acquirer) represents the continuation of the standalone financials of NAM (accounting acquirer) except for capital structure.
The financial statements (balance sheet, statement of profit and loss and statement of cash flows) for the year ended March 31, 2025 comprises of the results of twelve months operations of NAM and operations of EDL (pre - acquisition) from January 24, 2025 to March 31, 2025.
The related party transactions with respect operation of EDL disclosed pertains to twelve months operations of NAM for the year ended March 31, 2025 along with operations of EDL (pre- acquisition) from January 24, 2025 to March 31, 2025.
Note:
(1) Includes employee stock compensation expense pertaining to key management personnel for the year ended March 31, 2026 of H 18.20 millions (March 31, 2025: Nil). The above does not include post-employment benefits such as gratuity and other defined benefit obligations, as these are determined for the Company as a whole based on an actuarial valuation and are not separately attributable to individual key management personnel.
(2) The Company has received Corporate Guarantee and certain security from the parties stated above for a loan taken from HDFC Bank Limited. The loan outstanding as on reporting date is H 6,997.95 millions.
(3) The Company has paid advance of H 3,850 millions during the year ended March 31, 2025 and H 64.74 millions during the year ended March 31, 2026. As on June 25, 2025, the Company has completed acquisition of 100% shareholding in Squadron Developers Limited (formerly known as Squadron Developers Private Limited).
(4) The investments are being carried at zero value pursuant to the business combination (refer note 50).
(5) The Company has issued a corporate guarantee in favour of Lam Research (India) Private Limited towards the performance and payment obligations of its wholly owned subsidiary, Embassy East Business Park Limited (formerly known as Embassy East Business Park Private Limited), under the Sub-Lease Deed and Agreement to Sell.
50 Scheme of Amalgamation between Embassy Developments Limited("EDL") and NAM Estates Private Limited ("NAM") and Embassy One Commercial Property Developments Private Limited ("EOCPDPL").
The Board of Directors of NAM Estates Private Limited ("NAM") in its meeting held on August 18, 2020 approved the Scheme of Amalgamation ('Scheme') amongst the NAM Estates Private Limited, Embassy One Commercial Property Developments Private Limited ("EOCPDPL") and Embassy Developments Limited (formerly known as Equinox India Developments Limited and earlier known as Indiabulls Real Estate Limited) ("EDL") under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Scheme provides for amalgamation of the NAM, EOCPDPL into EDL and the companies filed respective applications with the National Company Law Tribunal (Bengaluru Bench) & National Company Law Tribunal (Chandigarh Bench) for the approval of the Scheme.
The National Company Law Tribunal (Bengaluru Bench) approved the Scheme on April 22, 2022, however the National Company Law Tribunal (Chandigarh Bench) withheld the Scheme pursuant to order dated May 09, 2023. Further an appeal was filed before Hon’ble National Company Law Appellate Tribunal (“NCLAT”) against the order issued by National Comany Law Tribunal (Chandigarh Bench).
The Hon'ble NCLAT - New Delhi Bench, on January 07, 2025 approved the scheme of amalgamation of NAM and EOCPDPL with EDL and their respective shareholders and creditors ("Scheme") pursuant to sec 230 to 232 of the Companies Act, 2013 and other applicable provisions of the Act, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. Pursuant to the NCLAT Order, EDL and NAM filed the certified true copy of the court order with the respective jurisdictional Registrar of Companies on January 24, 2025 ("Effective date") thereby giving effect to the scheme excluding part IV of the scheme titled as “Amalgamation of the Amalgamating of Company 2 with the Amalgamated Company”, involving inter alia the amalgamation of Embassy One Commercial Property Developments Private Limited.
Pursuant to the effectiveness of the Scheme, the Company has allotted 60,91,05,999 equity shares of H 2 each to the existing shareholders who were holding shares of NAM on the record date. Further the existing share capital of EDL held by NAM was cancelled pursuant to the Scheme. Further as per the approved scheme the name of the Company was changed from Equinox India Developments Limited to Embassy Developments Limited.
Subsequent to the scheme becoming effective, existing shareholders of NAM, that is, JV Holding Private limited ("JVHPL") along with its subsidiaries/affiliates became largest shareholder of the Company and were declared as promoter/ promoter group of the Company. Hence, the business acquisition has been treated as reverse acquisition for financial reporting purposes in accordance with Ind AS 103, with NAM as the accounting acquirer/legal acquiree and EDL as accounting acquiree/legal acquirer.
In accordance with the applicable Indian accounting standard 103 - Business Combinations, the relevant assets and liabilities of EDL (accounting acquiree/legal acquirer) and certain relevant assets have been fair valued as on effective date of the merger. The major class of assets being investments in subsidiaries have been fair valued and are recognised at their respective fair value.
Accordingly, these standalone financials presented under the name of Embassy Developments Limited (legal acquirer) represents the continuation of the standalone financials of NAM (accounting acquirer) except for capital structure. The standalonefinancialsreflectstheassetsandliabilitiesofNAMmeasuredattheirpre-combinationcarryingvalueandacquisition date fair value of identified assets and liabilitiestaken over with respectto EmbassyDevelopments Limited andits subsidiaries. In the view of the above reverse merger accounting treatment, the financial statements of the accounting acquiree i.e. EDL (pre-acquisition) have been included from the effective date of the Scheme i.e. January 24, 2025.
The financial statements (balance sheet, statement of profit and loss and statement of cash flows) for the year ended March 31, 2025 comprises of the results of twelve months operations of NAM and operations of EDL (pre-acquisition) from January 24, 2025 to March 31, 2025. Hence, the financial statements presented for the year ended March 31, 2025 are not comparable with the current period.
Revenue and profit/(loss) contribution
The acquired business contributed revenue from operation of H 76.71 millions and loss of H 109.32 millions to the Company for the period March 31, 2025.
If the acquisition had occurred on April 01, 2024, consolidated pro-forma revenue and loss for the year ended March 31, 2025 would have been H 21,294.46 millions and H 478.16 millions respectively.
51 Impairment of Goodwill
Goodwill represents residual asset values attributable to unidentified intangible assets acquired by accounting acquirer. Goodwill recognised will not be deductible for tax purpose. The acquisition date fair value of accounting acquiree’s identifiable assets and liabilities under reverse acquisition are based on independent valuations obtained by the Company. Goodwill recognized on business combination are tested for impairment at least annually or based on impairment indicators.
The entities acquired/merged in previous years are now fully integrated with the Company’s existing business and, accordingly, are monitored together as a single cash-generating unit ("CGU").
The Company has performed its annual impairment assessment of goodwill by determining the recoverable amount of the CGU based on fair value. The valuation incorporates projections of future cash flows and a terminal value estimated using the Gordon Growth Model. Key assumptions applied include a weighted average cost of capital of 16.30% per annum.The long-term growth rate has been determined with reference to external macroeconomic data and does not exceed the expected growth rate of the relevant industry.
Based on the assessment, management believes that any reasonable change in key assumptions will not cause the carrying amount of the CGU to exceed its recoverable amount. Accordingly, no impairment of goodwill has been recognised as at March 31, 2026.
52 Asset held for sale
For the year ended March 31, 2026, the Company along with a subsidiary have entered into a share purchase agreement for sale of shares of its another subsidiary for a total consideration of H 1,000.00 millions. Subsequent to the year ended March 31, 2026, the Company and its subsidiary have received the agreed due consideration and have transferred the shares.
54 Earnings per share
Basic earnings per share amounts are calculated by dividing the profit/(loss) for the year attributable to equity holders by the number of equity shares outstanding during the year. Diluted Earnings per share ("EPS") amounts are calculated by dividing the profit/(loss) attributable to equity holders.
56 Segment reporting
In accordance with the requirements of Ind AS 108 - "Segment Reporting", the Company is primarily engaged in the business of real estate development and has no other primary reportable segments. The Board of Directors of the Company has been identified as the Chief Operating Decision Maker ("CODM"), it is responsible for allocating resources to and assessing the performance of the Company's operating segments. The CODM monitors the operating results of the business as a single segment, hence no separate segment needs to be disclosed. Thus the segment revenue, segment result, total carrying amount of segment assets, total carrying amount of segment liabilities, total cost incurred to acquire segments assets, the total amount of charge for depreciation and amortisation during the year are all as reflected in the financial statements. As the Company operates in India alone, there is no separate geographical segment.
57 Expenditure on corporate social responsibility activities
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility ("CSR") activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. The funds were primarily allocated and utilized through out the year on these activities which are specified in Schedule VII of the Companies Act, 2013.
58 Wilful Defaulter:
No bank or financial institution has declared the Company as "Wilful defaulter" during the year ended March 31, 2026 and March 31, 2025.
59 Details in respect of Utilization of Borrowed funds and share premium shall be provided in respect of:
During the year ended March 31, 2026 and March 31, 2025 no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries).
During the year ended March 31, 2026 and March 31, 2025, the Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the funding party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
60 Registration of charges or satisfaction with Registrar of Companies:
All applicable cases where registration of charges or satisfaction is required with Registrar of Companies have been done. No registration or satisfaction is pending for the year ended March 31, 2026 and March 31, 2025.
61 Compliance with number of layers of companies:
The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017 and no layers of companies has been established beyond the limit prescribed as per above said section/rules, during the year ended March 31, 2026 and March 31, 2025.
62 Share based payments
a) Employees Stock Options Plan 2010
During year ended March 31, 2011, the board and shareholders of the Company have given their consent to launch of the Employee Stock Option Plan - 2010 (“ESOP 2010”) covering stock options or other benefits not exceeding
3.00. 00.000, representing 3,00,00,000 equity shares of face value of H 2 each of the Company. The ESOP 2010 was further modified pursuant to the resolution of the Compensation Committee dated April 19, 2021, to include stock appreciation rights (“SARs”) as part of the ESOP 2010. Accordingly ESOP 2010 comprises of:
i. Employees Stock Option Scheme - 2010 (“Stock Option Scheme”);
ii. Employees Stock Purchase Plan 2010 (“Stock Purchase Plan”); and
iii. Stock Appreciation Rights Plan 2010 (“Stock Appreciation Rights Plan”).”
In terms of the Stock Appreciation Rights Plan, the Employee Welfare Trust (formerly known as “Indiabulls Real Estate Limited - Employees Welfare Trust”)” (“the Trust”) had acquired 31,25,164 Equity Shares from the secondary market during financial year 2020-2021, out of which 25,25,164 Equity Shares had been disposed off upon exercise of rights by the eligible employees and 6,00,000 Equity Shares are currently held by the Trust.
b) Employees Stock Options Plan 2011
During year ended March 31, 2012, the board and shareholders of the Company had approved launch of Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) covering stock options not exceeding 1,50,00,000, representing
1.50.00. 000 equity shares of face value of H2 each. However, no grant has been ever made under IBREL ESOS 2011.
c) Employee Stock Option Scheme - 2025 (‘ESOS 2025’)
The Board and shareholders at their meeting, dated February 25, 2025 and March 25, 2025, respectively, approved the launch of “Embassy Developments Limited Employee Stock Option Scheme - 2025” (“Embassy ESOS 2025”), prepared in accordance with the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended (“SEBI SBEB Regulations”). The Embassy ESOS 2025 comprises of Stock Options (“SO”) and Performance Stock Unit (“PSU”) (collectively hereinafter referred to as “Option or Options”) granted to the Eligible Employees of the Company and its subsidiaries which are convertible into maximum of
4.50.00. 000 Equity Shares of the Company.
64 Employee benefits obligations
A. Defined contribution plan
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. The Company makes specified monthly contributions towards Government administered provident fund scheme. Obligations for contributions to defined contribution plans are recognised as an employee benefit expense in profit or loss in the periods during which the related services are rendered by employees.
B. Defined benefit plan Gratuity
The Company has a defined benefit gratuity plan in India. Gratuity is payable to eligible employees in accordance with the applicable statutory provisions governing gratuity benefits. The gratuity obligation has been actuarially valued considering the provisions of the Code on Social Security, 2020 relating to the definition of wages for gratuity purposes. Accordingly, the gratuity liability has been computed based on the revised definition of wages as prescribed under the Code, wherever applicable. The gratuity plan is unfunded.
66 The following disclosures represents the loans or advances in the nature of loans are granted to promoters, Directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are:
(a) repayable on demand; or
(b) without specifying any terms or period of repayment,
68 Financial instruments - risk management
The Company's financial assets majorly comprise of loans to related parties, other receivable from related parties, trade receivables and cash & cash equivalents. The Company's financial liabilities majorly comprises of borrowings, trade payables.
The Company is exposed to credit risk, liquidity risk and interest rate risk arising out of operations and the use of financial instruments. The Board of Directors have overall responsibility for establishment and review of the Company's risk management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.
(a) Credit risk
In order to mitigate the credit risk on receivables, the Company does business only with recognised third parties thereby reducing the credit risk. Credit risk on cash and cash equivalent is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.
Loss allowance measured at 12 month expected credit loss for financial assets for which credit risk has not increased significantly since initial recognition.
(b) Interest rate risk
Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates.
Exposure to interest rate risk:
The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows:
Fair value sensitivity analysis for fixed-rate instruments
The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.
Sensitivity analysis for variable rate instruments
A reasonably possible change of 1.00% in interest rates at the reporting date would have increased/(decreased) equity and profit and loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company has a dedicated treasury management team which monitors on a daily basis the fund positions/ requirements of the Company. The treasury management team plans the cash flows of the Company by planning and identifying future mismatches in funds availability and reports the planned & current liquidity position to the top management and board of directors of the Company.
Exposure to liquidity risk
The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting period based on contractual undiscounted cash flows:
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the respective functional currencies of transacting parties. The functional currency of the Company is “Rs.” However, the Company’s foreign currency exposure as at March 31, 2026 is not material and, accordingly, the associated currency risk is considered minimal. The Company monitors its foreign currency exposures on an ongoing basis and manages the risk through appropriate treasury and operational practices.
As at 31 March 2026, the Company do not have any outstanding forward exchange contracts or other derivative financial instruments for managing foreign currency risk.
Note 1: The change in ratio is primarily attributable to decrease in loans and increase in equity share capital.
Note 2: The change in ratio is primarily attributable to decrease in earnings before interest, taxes, and depreciation.
Note 3: The change in ratio is due to loss during the year ended March 31, 2026.
Note 4: The change in ratio primarily on account of an increase in project inventory arising from ongoing development activities, whereas revenue recognition is linked to the stage of completion and timing of project handovers.
Note 5: The change in ratio is due to decrease in turnover during the year ended March 31, 2026.
Note 6: The change in ratio is due to increase in investments during the year ended March 31, 2026.
*The ratios as required under Schedule III to the Act, to the extent not applicable has not been furnished.
Trade Receivables Turnover Ratio and Trade Payables Turnover Ratio are not meaningful for the Company due to the nature of its business. The Company is engaged in real estate development, where revenue recognition, customer collections, and supplier payments are project-based and linked to construction milestones rather than recurring credit sales or purchases. Accordingly, these ratios do not provide meaningful information regarding the Company's operational performance and have therefore not been presented.
75 Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is driven by the business requirements for capital expenditure and cash flow requirements for operations and plans of business expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the Company manages the capital either by raising required funds through debt, equity or through payment of dividends.
76 Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
(ii) The Company has not traded or invested in crypto currency or virtual currency during the year ended March 31, 2026 and March 31, 2025.
(iii) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(iv) In the opinion of the board of directors, all assets have a value on realization in the ordinary course of the business at least equal to the amounts at which they are stated and provision for all known liabilities have been made.
(v) The Company did not have any long-term contracts including derivative contracts for which there were any foreseeable losses.
(vi) In respect of amounts as mentioned under Section 125 of the Companies Act, 2013, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2026 and March 31, 2025.
77 As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, from the financial year commencing 01 April 2023, every company which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level edit log and audit trail needs to be maintained evolved during the year and continues to evolve.
The Company has used accounting software for maintaining its books of account for the year, which has feature of recording audit trail (edit log) facility at application level as well as database level and the same has operated throughout the year for all relevant transactions recorded in the software. Recording of audit trail (edit logs) can be disabled using restricted privileged rights for direct data changes at database level. Since the company has other necessary controls in place, which are operating effectively, this feature will not adversely impact its data and audit log retention directly at database level.
Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
78 Previous year numbers have been regrouped/reclassified wherever considered necessary.
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