The Directors present the Boards’ Report on business operations and affairs of Prestige Estates Projects Limited (the"Company" or "PEPL") along with the audited Standalone and Consolidated financial statements for the Financial Year endedMarch 31,2025.
PERFORMANCE OF YOUR COMPANY1. FINANCIAL HIGHLIGHTS:
Particulars
Standalone
Consolidated
FY 2024-25
FY 2023-24
Income
Revenue from Operations
28,730
26,512
73,494
78,771
Other Income
4,160
2,547
3,861
15,482
Total Income
32,890
29,059
77,355
94,253
Expenses
(Increase)/ decrease in inventory
(16,403)
(5,059)
(74,637)
(57,360)
Contractor cost
9,435
8,754
38,182
32,283
Purchase of completed units
645
72
1,103
Purchase of materials
2,089
2,208
7,218
7,015
Land cost
16,451
3,741
41,270
44,985
Employee benefits expense
3,977
3,489
8,217
7,467
Finance costs
5,659
4,513
13,338
12,191
Depreciation and amortization expense
4,249
4,001
8,123
7,165
Other expenses
6,014
5,108
26,553
19,325
Total Expenses
32,116
26,827
69,367
73,143
Profit before exceptional items and tax
774
2,232
7,988
21,110
Exceptional items
1,104
-
Share of profit / (loss) from joint ventures andassociate (net of tax)
(430)
113
Profit before tax
1,878
7,558
21,223
Tax expenses
13
(226)
1,389
4,936
Net Profit for the year
1,865
2,458
6,169
16,287
Other Comprehensive Income (net of tax)
(11)
(3)
(4)
(5)
Total Comprehensive Income
1,854
2,455
6,165
16,282
Total comprehensive income for the yearattributable to:
Owners of the Company
4,671
13,736
Non-controlling interests
1,494
2,546
There have been no material changes or commitments affecting the financial position of the Company which haveoccurred between March 31,2025 and the date of this report.
Prestige Estates Projects Limited, is a Public LimitedCompany with its Equity Shares listed on the BSELimited and National Stock Exchange of India Limited.The Authorized Share Capital of the Company is' 4,500,000,000/- divided into 450,000,000 Equity
Shares of ' 10/- each and the Issued, Subscribedand Paid-Up Share Capital of the Company is' 4,307,302,320/-divided into 430,730,232 EquityShares of ' 10/- each.
The Company operates in the real estate industry ingeneral in the following verticals.
? Residential
? Commercial
? Retail
? Hospitality
? Services
During the FY 2024-25, the Company has reportedIncome from operations of ' 77,355 Mn, EBIDTAof ' 29,449 Mn and PAT of ' 6,169 Mn, EBIDTAmargin stood at 38.07% and PAT margin stoodat 7.97%. During the corresponding FY 2023-24,the Company reported Income from operations of' 94,253 Mn, EBIDTA of ' 40,466 Mn and PAT of' 16,287 Mn. EBIDTA margin stood at 42.93 % and PATmargin stood at 17.28 %.
During the FY 2024-25, the Company has sold 12.58Mn Sq. Ft. of residential and commercial spacewhich translates to sales of ' 170,231 Mn. During thecorresponding FY 2023-24, the Company has sold20.25 Mn sq ft of residential and commercial spacewhich translates to sales of ' 210,403 Mn.
Total collections for the year ended March 31,2025 aggregated to ' 120,840 Mn (Prestige shareof collections for the year aggregated to ' 113,413Mn). Total collections for the year ended March 31,2024 aggregated to ' 119,544 Mn. (Prestige share ofcollections for the year aggregated to ' 110,694 Mn).
During the period under review, Company hasmaintained high demand from the customers for itsprojects. During the year Company has launched 25.63mn. Sq. ft. across 11 projects.
2 residential projects with total developable area of3.04 mn. sq. ft. across segments & geographies werecompleted during the year.
During the year the Company has transferred ' 934 Mnto General Reserve.
The Board of Directors of the Company haverecommended a dividend of ' 1.8/- (18%) per EquityShare of ' 10/- each which is subject to approval ofshareholders in the ensuing Annual General Meeting ofthe Company.
There was no material change in the nature of Businesscarried out by the Company during the period underreview.
As informed above, the authorized share capital of theCompany is ' 4,500,000,000/- divided into 450,000,000Equity Shares of ' 10/- each and the Issued, Subscribedand Paid-Up Share Capital of the Company is' 4,307,302,320/- divided into 430,730,232 EquityShares of ' 10/- each as on March 31,2025.
Qualified Institutional Placement: During the year, theCompany has issued and allotted 29,868,578 equityshares of face value ' 10 each of the Company to 109QIBs, at a price of ' 1,674 per Equity Share (includingshare premium of ' 1,664 per Equity Share), aggregatingto ' 50,000 Million.
The net proceeds of the issue are utilized for thefollowing objects:
1. Repayment / pre-payment, in full or in part, ofcertain outstanding borrowings availed by ourCompany and/ or certain of our Subsidiaries;
2. Acquisition of land or land development rights;
3. Investment in our Subsidiaries and Joint Venturesfor funding some of our Ongoing Projects and oneUpcoming Project which will be undertaken bysuch Subsidiaries and Joint Ventures; and
4. General corporate purposes
During the year under review, following are the changesin directors and Key Managerial Personnel.
Sl.
No.
Name
Date ofChanges
Appointment/Cessation/Changein designation
1
T. SrikanthBhagavat
31/07/2024
Appointment
2
T. Srikanth
30/09/2024
Change in
Bhagavat
designation
3
Dr. Pangal
Ranganath
Nayak
23/09/2024
Cessation
4
Jagdeesh KReddy
Mr. Venkat K. Narayana resigned from the office as ChiefExecutive Officer of the Company on May 10, 2024.
The composition of the Board is elaborated in theCorporate Governance Report.
As described elsewhere in the report, the Companyoperates in the following verticals and the changes arementioned herewith:
? Residential Vertical - The Company continues tobe the apex entity for the Residential Vertical andshall continue to hold residential assets and allfuture residential developments would continue tobe undertaken by the Company.
? Commercial Vertical - Prestige Exora BusinessParks Limited, wholly owned subsidiary of theCompany continues to be the apex entity for theCommercial Vertical.
? Retail Vertical - Prestige Retail Ventures Limited,wholly owned subsidiary of the Companycontinues to be the apex entity for the RetailVertical.
? Hospitality Vertical - Prestige Hospitality VenturesLimited, wholly owned subsidiary of the Companycontinues to be the apex entity for the HospitalityVertical.
? Services Vertical- The Company through thisverticals provides Fit out services, Interior Designsand Execution, Facilities & Property Managementand Project & Construction Management for all itsprojects.
Acquisitions during the fiscal:
K2K Infrastructure India Private Limited.
The Company has acquired 25% equity stake inK2K Infrastructure India Private Limited, subsidiarycompany on October 23, 2024. With this acquisition,K2K Infrastructure India Private Limited has becomewholly owned subsidiary of the Company.
Prestige Garden Estates Private Limited.
The Company has acquired 27% equity stake inPrestige Garden Estates Private Limited, subsidiaryCompany on October 23, 2024. With this acquisition,Prestige Garden Estates Private Limited has becomewholly owned subsidiary of the Company.
Apex Realty Management Private Limited
The Company has acquired 40% equity stake in ApexRealty Management Private Limited, subsidiarycompany on October 23, 2024. With this acquisition,Apex Realty Management Private Limited has becomewholly owned subsidiary of the Company.
Prestige Acres Private limited
The Company has acquired 49% equity stake in PrestigeAcres Private Limited, subsidiary Company on October23, 2024. With this acquisition, Prestige Acres PrivateLimited has become wholly owned subsidiary of theCompany.
Prestige Projects Private Limited
The Company has acquired 16% equity stake in PrestigeProjects Private Limited, subsidiary Company on October23, 2024. With this acquisition, the Company now holds76% stake in Prestige Projects Private Limited.
Prestige Falcon Mumbai Realty Private Limited
The Company has acquired 39% equity stake in PrestigeFalcon Mumbai Realty Private Limited, subsidiaryCompany on February 3, 2025. With this acquisition,the Company now holds 90% stake in Prestige FalconMumbai Realty Private Limited.
Prestige Leisure Resorts Private Limited
Prestige Hospitality Ventures Limited, wholly ownedsubsidiary of the Company has acquired 42.55% equitystake in Prestige Leisure Resorts Private Limited,subsidiary Company on February 3, 2025. With thisacquisition, Prestige Leisure Resorts Private Limitedhas become a wholly owned Step-Down subsidiary ofthe Company.
WSI Falcon Infra Projects Private Limited
On December 30, 2024, Prestige Exora Business ParksLimited, wholly owned subsidiary of the Company,has subscribed to 96,079 equity shares of WSI FalconInfra Projects Private Limited, to hold 49% equity stake.With this acquisition, WSI Falcon Infra Projects PrivateLimited has become an associate of the Company.
There were no material orders passed during the yearunder review.
The Company as on March 31, 2025 has Thirty-Three(33) Subsidiary Companies, Six (6) Joint VentureCompanies and One (1) Associate Company withinthe meaning of Section 2(87) and Section 2(6) of theCompanies Act, 2013 (hereinafter referred to as the'Act' in this Report). There has been no material changein the nature of business of the Subsidiaries/Associate/Joint Ventures.
Prestige Projects Private Limited, is considered as amaterial subsidiary of the Company. Your Companyhas in accordance with the SEBI Listing Regulationsadopted the Policy for determining material subsidiaries.The said Policy is available on the Company's websiteat https://d1t2fddy6amcvs.cloudfront.net/investors/policies/material-subsidiaries.pdf
The Consolidated Financial Statements of theCompany, its Subsidiaries, Joint Ventures and AssociateCompanies are prepared in accordance with theprovisions of Section 129 of the Companies Act, 2013,read with Companies (Accounts) Rules, 2014 and theprovisions of SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015. The ConsolidatedFinancial Statements presented by the Company includethe financial results of its Subsidiaries, Joint Ventures/Associate. Pursuant to Section 129(3) of the Act, aseparate statement containing the salient features of thefinancial performance of Subsidiaries, Joint Ventures,Associate of the Company in the prescribed Form AOC-1 is provided in Annexure I to the Report.
Pursuant to provisions of Section 136 of the Act, theFinancial Statements of the Company, ConsolidatedFinancial Statements along with relevant documents andseparate Audited Accounts in respect of Subsidiaries areavailable on the website of the Company.
As on March 31, 2025, the Board of Directors of theCompany comprises of Eight (8) Directors of which Four(4) are Executive Promoter Directors and remainingFour (4) are Non -Executive Independent Directors.
None of the Directors of the Company are disqualifiedunder Section 164(2) of the Companies Act, 2013.
The Board met Six (6) times during the year underreview and the intervening gap between the meetingswas within the period prescribed under the CompaniesAct, 2013 and SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015. The dates of themeetings are as below:
Sl. No.
Date of the Meeting
1.
May 10, 2024
2.
May 28, 2024
3.
June 21,2024
4.
July 31,2024
5.
October 29, 2024
6.
January 30, 2025
As per the requirements of Schedule IV of the CompaniesAct, 2013 and Regulation 25(3) of SEBI (LODR)Regulations, a separate meeting of the IndependentDirectors of the Company was held on March 29, 2025without the presence of the Chairman & ManagingDirector or Executive Directors or other Non-IndependentDirectors or the Chief Executive Officer or Chief FinancialOfficer or any other Management Personnel.
The composition of various Committees of the Boardand their meetings including the terms of reference aredetailed in the Corporate Governance Report formingpart of the Annual Report.
In terms of Section 152 of the Companies Act, 2013, Mr.Irfan Razack, Director, (DIN: 00209022) is liable to retireby rotation at the ensuing Annual General Meeting;and being eligible, offers himself for re-appointment.The Board of Directors, based on the recommendationof Nomination & Remuneration Committee haverecommended the re-appointment of Mr. Irfan Razack,Director, who is liable to retire by rotation.
The Notice convening the Annual General Meetingincludes the proposal for the re-appointment of theDirector as aforesaid. Brief resume of the Directorproposed to be re-appointed, nature of his expertise inspecific functional areas and names of the Companiesin which he holds directorship/ membership/chairmanship of the Board or Committees, as stipulatedunder SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 have been providedas an annexure to the Notice convening the TwentyEighth Annual General Meeting.
The Independent Directors of the Company haveprovided the declaration of Independence as requiredunder Section 149(7) of the Companies Act, 2013,confirming that they meet the criteria of Independenceunder Section 149(6) of the Companies Act, 2013 readwith the Regulation 25(8) of SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015.
Pursuant to the provisions of the Companies Act, 2013 andSEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, the Nomination and RemunerationCommittee and the Board have laid down the mannerin which formal annual evaluation of the Board, itsCommittees, and Individual Directors has to be made.
The performance evaluation of the IndependentDirectors was carried out by the entire Board.The performance evaluation of the Chairman andNon-independent Directors was carried out by theIndependent Directors in the following manner:
a. Evaluation of performance of Non-independentDirectors and the Board of Directors of theCompany as a whole;
b. Evaluation of performance of the Chairman of theCompany.
c. Evaluation of quality, content and timeliness offlow of information between the Managementand the Board that is necessary for the Board toeffectively and reasonably perform its duties.
As required by Section 134(5) of the Companies Act,2013, your Board of Directors hereby confirm that:
a. in the preparation of the Annual FinancialStatements for the year ended March 31, 2025,the applicable Accounting Standards have beenfollowed along with proper explanation relating tomaterial departures;
b. the Directors have selected such AccountingPolicies and applied them consistently and madejudgments and estimates that are reasonable andprudent so as to give a true and fair view of thestate of affairs of the Company at the end of theFinancial Year 2024-25 and of the profit of theCompany for that period;
c. the Directors have taken proper and sufficientcare for the maintenance of adequate accounting
records in accordance with the provisions of theCompanies Act, 2013, for safeguarding the assetsof the Company and for preventing and detectingfraud and other irregularities;
d. the Annual Financial Statements have beenprepared on a Going Concern basis;
e. the Directors have devised proper systems toensure compliance with the provisions of allapplicable laws and that such systems wereadequate and operating effectively; and
f. the Directors have laid down Internal FinancialControls to be followed by the Company and thatsuch Internal Financial Controls are adequate andwere operating effectively.
A detailed Report on Corporate Governance and aCertificate from the Practicing Company Secretaryregarding compliance of conditions of CorporateGovernance forms part of this Annual Report.
I n terms of Regulation 34 of SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015, theManagement Discussion and Analysis Report formspart of this Annual Report.
The SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 mandates the inclusionof Business Responsibility and Sustainability Report("BRR") as the part of Annual Report for top one thousandlisted companies based on the market capitalization ason March 31, every year. The Report has been mandatedby SEBI for providing initiatives taken by the Companiesfrom Environmental, Social and Government perspective.In Compliance with the regulation, the Company hasprovided the BRSR for the year 2024-25 as part of thisAnnual Report. The policies are available at the website ofthe Company www.prestigeconstructions.com
The terms of reference of the Audit Committee are inconsonance with the requirements spelt out in Section177 of the Companies Act, 2013 and Regulation 18 ofSEBI (Listing Obligations & Disclosure Requirements)Regulations, 2015. The Composition of the AuditCommittee is mentioned in the Corporate GovernanceReport which forms part of this Annual Report.
M/s. S. R. Batliboi & Associates LLP CharteredAccountants, Bengaluru (FRN 101049W/E300004) werere-appointed as Statutory Auditors of the Company atthe 25th Annual General Meeting of the Company heldon September 27, 2022 to hold office till the conclusionof 30th Annual General Meeting to be held in the year2027. The auditor’s report for the year ending March 31,2025 forms part of this Annual Report.
There are no qualifications or adverse remarks in theStatutory Audit Report on the Standalone FinancialStatements.
Pursuant to Section 204 of the Companies Act, 2013and the Companies (Appointment and Remunerationof Managerial Personnel), Rules, 2014, Secretarial Auditfor the Financial Year 2024-25 has been carried out byMr. Nagendra D. Rao, Practicing Company Secretary,Bengaluru (Membership No. FCS: 5553, COP 7731)
The Report of the Secretarial Audit in Form MR-3 forthe Financial Year ended March 31, 2025 follows asAnnexure II A to the Report. In the said report, theSecretarial Auditor has also commented that informationas required under Section 134(q) of the Companies Act,2013 read with rule 5(1 )(ii) and (ix) of the Companies(Appointment and Remuneration of ManagerialPersonnel) Rules, 2014, remuneration details of ChiefExecutive Officer, Chief Financial Officer and CompanySecretary has not been disclosed in the Boards’ Report.Your Directors stated that with a view to ensure healthy &cordial human relations at all levels and considering theconfidential nature of the information, the remunerationdetails of Chief Executive Officer, Chief Financial Officerand Company Secretary have not been disclosed in theinterest of the Company. However on a request from anyshareholder or any regulatory authority, the same shallbe shared separately.
Further, the secretarial audit report of material subsidiarycompany, Prestige Projects Private Limited issued by EktaGoswami & Associates, Company Secretaries is providedin Annexure II - B to this Report. The report does notcontain any qualification, reservation or adverse remark.
I n compliance with Regulation 24A of the SEBI ListingRegulations and Section 204 of the Act, the Board, atits meeting held on May 29, 2025, has approved the
appointment of Nagendra D Rao & Associates LLPCompany Secretaries, (LLPIN: AAK-4698), a peerreviewed firm, as the Secretarial Auditor of the Companyfor a term of five consecutive years commencing fromFY 2025-26 till FY 2029-30, subject to approval of theMembers at the ensuing AGM.
The Cost Audit Records are maintained in accordancewith the provisions of Section 148 of the Companies Act,2013 read with the Companies (Cost Records and Audit)Amendment Rules, 2014. There are no qualifications oradverse remarks in the Cost Audit Report which requireany explanation from the Board of Directors.
Based on the recommendations of the AuditCommittee, the Board of Directors have re-appointedM/s. P Dwibedy & Co, Cost Accountants, Bengaluru(FRN-100961) as the Cost Auditors of the Company forthe Financial Year 2025-26.
As per Rule 14 of Companies (Audit and Auditors)Rules, 2014, the Remuneration payable to the CostAuditors for the FY 2025-26 is subject to ratificationby the Shareholders of the Company and the sameis being put to shareholders at the ensuing AnnualGeneral Meeting. The Notice convening the AnnualGeneral Meeting contains the proposal for ratificationof the remuneration payable to the Cost Auditors.
The Board of Directors of your Company have laiddown Internal Financial Controls to be followed by theCompany and such Internal Controls are adequateand operating effectively. Your Company has adoptedpolicies and procedures for ensuring orderly andefficient conduct of its Business, including adherence tothe Company’s policies, the safeguarding of its assets,the prevention and detection of frauds and errors,the accuracy and completeness of the accountingrecords and the timely preparation of reliable financialdisclosures.
In view of growth of business activities, onrecommendation of Audit Committee, the Board ofDirectors of the Company have appointed M/s. GrantThorton India LLP and M/s. Deloitte Touche TohmatsuIndia LLP as the Internal Auditors for Financial year2024-25.
During the year under review, these controls wereevaluated and no significant weakness was identifiedeither in the design or operation of the controls.
There have been no instances of fraud reported byAuditors under Section 143(12) of the CompaniesAct, 2013 and Rules framed thereunder either to theCompany or to the Central Government.
The Directors confirm that the mandatory SecretarialStandards on Board and General Meetings issued bythe Institute of Secretaries of India in accordance withthe applicable provisions of Companies Act, 2013 andrules made thereunder, have been duly complied with.
The Directors of the Company are appointed by theMembers at the Annual General Meetings in accordancewith the provisions of the Companies Act, 2013 and theRules made thereunder.
The Company has adopted the provisions of theCompanies Act, 2013 and provisions of SEBI (ListingObligations and Disclosure Requirements) Regulations,2015, relating to the Appointment and Tenure ofIndependent Directors.
The Company has also adopted Remuneration policyfor Directors, Key Managerial Personnel and SeniorManagement Personnel and the same is available atthe Company website www.prestigeconstructions.com
The Company recognizes and embraces the importanceof a diverse Board in its success. A truly diverse Board willleverage differences in thought, perspective, knowledge,skill, regional and industry experience, age, race andgender etc., which will help the Company to retain itscompetitive advantage. The Policy on Board Diversityhas been adopted by the Company and available at thewebsite www.prestigeconstructions.com.
The Nomination and Remuneration Committee hasformulated a policy for determining qualifications,positive attributes and independence of Directors anda policy relating to the remuneration for the Directors,Key Managerial Personnel and Senior ManagementPersonnel of the Company. The Remuneration paidis as per the Nomination and Remuneration Policyformulated by the Nomination and Remuneration
Committee and approved by the Board of Directors ofthe Company. The Nomination& Remuneration policyis available at the website of the Company www.prestigeconstructions.com.
The Board has constituted a Risk ManagementCommittee which is entrusted with the task ofmonitoring and reviewing the Risk ManagementPlan and procedures of the Company. This acts as asupplement to the Internal Control Mechanism andAudit function of the Company. The Risk ManagementPolicy is available at the website of the Company www.prestigeconstructions.com.
The Corporate Social Responsibility Policy has beenformulated by the Corporate Social ResponsibilityCommittee and approved by the Board of Directorsand is available at the website of the Company at www.prestigeconstructions.com
The activities pertaining to Corporate SocialResponsibility is detailed in Annexure III to the Report.
The Company has established a Vigil Mechanism topromote ethical behavior in all its business activitiesand has in place, a mechanism for employees to reportany genuine grievances, illegal or unethical behavior,suspected fraud or violation of laws and regulationsand can report the same to the Chief Vigilance Officerand the Audit Committee Chairman of the Board of theCompany. The whistle blower policy is available at thewebsite of the Company www.prestigeconstructions.com
As a part of the policy for Prevention of SexualHarassment in the organization, Your Company hasin place, an effective system to prevent and redresscomplaints of sexual harassment of women at work placein accordance with The Sexual Harassment of Womenat Workplace (Prevention, Prohibition and Redressal)Act, 2013 and relevant rules thereunder. During theyear under review, there have been no instances of anycomplaints. The policy can be accessed at our websitewww.prestigeconstructions.com
The Board of the Company has adopted the requisitepolicies as detailed below as per the requirement ofBusiness Responsibility Reporting. A detailed report on
the same has been given and forms part of the AnnualReport.
• Ethics, Transparency and Accountability Policy
• Products, Lifecycles Sustainability Policy
• Employees Wellbeing Policy
• Stakeholder Engagement Policy
• Human Rights Policy
• Environment Policy
• Policy Advocacy
• Inclusive Growth Policy
• Customer Value Policy
Board has adopted a Dividend Distribution Policy, whichis available on the website of the Company https://d1t2fddy6amcvs.cloudfront.net/investors/policies/dividend-distribution.pdf
As per the provisions of the SEBI (Prohibition of InsiderTrading) Regulations, 2015, the Company has adopted aCode of Conduct to regulate, monitor and report tradingby designated persons in securities of the Company.The policy and procedures are periodically reviewedand revised from time to time and communicated tothe designated persons and is available on the websiteof the Company.
The Insider Trading Code has been implemented toprevent the misuse of unpublished price-sensitiveinformation and set a framework, rules, and proceduresthat all concerned parties should follow, both in letter andspirit, while trading in listed securities of the Company.
A digital platform is being maintained by the Company,which contains the names and other prescribedparticulars of the persons covered under the InsiderTrading Code. This online tracking mechanism helpsfor monitoring trade in the Company’s securities bydesignated persons and taking appropriate action incase of any violation/non-compliance of the Company’sInsider Trading Code.
During the year 2021-2022, the Company issued2600 senior, secured, redeemable rated, listed Non¬Convertible Debentures ("NCD") of ' 1,000,000 (RupeesTen Lakhs only) each at par (total amount aggregating
to Rupees Two Hundred Sixty Crores). Interest onthese debentures is being paid on quarterly basis. TheCompany also issued 2400 senior, secured, redeemable,rated, listed Non-Convertible Debentures ("NCD") of' 1,000,000 (Rupees Ten Lakhs only) each at par (totalamount aggregating to Rupees Two Hundred FortyCrores). Interest on these debentures is being paid onquarterly basis. These NCDs are redeemed and fullyrepaid on November 29, 2024
During the year under review, the Company has notaccepted any Deposits in terms of Chapter V ofthe Companies Act 2013, read with the Companies(Acceptance of Deposit) Rules, 2014.
Your Company has been bestowed with various awardsduring the period under review, the details of which areprovided in the separate section in the Annual Reporttitled 'Awards & Recognition’.
Employee Relations remained cordial throughout theyear at all levels. Your Company would like to placeits appreciation for all the hard work, dedication andefforts put in by all the employees.
As on March 31, 2025, the Company had employeestrength of 1,389. Further, total employees of thecompany including its subsidiaries, associate and JointVentures stood at 9,508
I nformation as required pursuant to Section 197 (12)of the Companies Act, 2013 read with Rule 5 (1) ofthe Companies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 is elaborated inAnnexure IV of this report.
As per the requirements of Section 92(3) of the Actand the rules made thereunder, the extract of theannual return as on March 31, 2025 is availableon the Company’s website at https://www.prestigeconstructions.com/our-investors/investors-downloads/financial-performance
In terms of Section 134 of the Companies Act, 2013, theparticulars of loans, guarantees and investments madeby the Company under Section 186 of the Companies
Act, 2013 are detailed in Notes to Accounts of theFinancial Statements.
All contracts / arrangements / transactions enteredinto, by the Company during the Financial Year, withRelated Parties were in the ordinary course of businesson an arm’s length price basis. The details of contractsand arrangements with related parties for the financialyear ended March 31,2025, are provided in the Notes tothe Standalone Financial Statements, which forms partof this Annual Report.
During the year, the Company entered into the followingmaterial related party transactions subsequent toresolutions passed by the shareholders on December25, 2024 through postal ballot.
- I ssuance of Corporate Guarantee for loan availedby Bamboo Hotel and Global Centre (Delhi) PrivateLimited, Joint Venture of the Company
- Acquisition of stake in Prestige Falcon MumbaiRealty Private Limited from Pinnacle Investments,a related party
The policies of Related Party Transactions & Materialrelated party transactions, can be referred to at https://d1t2fddy6amcvs.cloudfront.net/investors/policies/related-party-transactions.pdf
20. CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION AND FOREIGN EXCHANGE EARNINGSAND OUTGO:
The details of conservation of energy, technologyabsorption, foreign exchange earnings and outgo areas follows:
The Company advances its sustainability agenda byintegrating energy-efficient practices and adoptinginnovative technologies that enhance performance,reduce environmental impact, and deliver long-termvalue. These initiatives align with Green Buildingprinciples, LEED standards, and the Energy ConservationBuilding Code, ensuring projects meet rigorousbenchmarks while enhancing occupant well-being.
a) Conservation of Energy
We implement measures to cut energy use,improve efficiency, and promote sustainabledesign. These span renewable energy, smartmanagement, and water-energy efficiency,delivering environmental and operational gains.
Key measures include:
• Solar-powered landscape lighting andincreased renewable energy use.
• Variable frequency drives (VFDs) and lightingtimers for energy optimisation.
• LEDs, CFLs, energy-efficient signage, anddaylight sensors to reduce artificial lighting.
• High-efficiency HVAC systems exceedingASHRAE 90.1.2010 COP standards, pre¬cooling with heat recovery wheels, anddemand-controlled ventilation.
• Water-saving aerators and STP waterrecycling for gardens, cooling towers, andflushing.
• High-reflective roofing to reduce heat gainand cooling loads.
These steps lower costs, extend equipment life,and create healthier spaces.
b) Technology Absorption
We adopt advanced technologies to boost quality,speed processes, and reduce environmentalimpact, ensuring resource efficiency andresilience.
• Low-flow fixtures and fittings reducingpotable water use by over 50%.
• STP-treated water for flushing, landscaping,and cooling, with 100% stormwater recharge.
• Rainwater harvesting with deep wellrecharge.
• Water-cooled chillers and eco-friendly HVACsystems with VFDs.
• Energy monitoring with individual utilitymeters.
• Centralised LPG reticulation to residences.
• Reflective window films, transparent ceilings,and daylight-optimised design.
• EV-ready parking spaces.
• Native, drought-tolerant landscaping.
• Water-saving housekeeping equipment.
These innovations enhance environmentalperformance and create cost-efficient, future-ready spaces.
i) Earnings and Expenditure on foreign currency onaccrual basis
March
31,2025
March31,2024
Earnings in Foreignexchange
120.95
34.86
Expenditure in Foreignexchange
Professional &Consultancy chargesincurred on projects
66.21
78.83
Travelling expenses
0.64
1.18
Selling & businesspromotion expenses
65.79
5.71
Other Expenses
41.63
47.59
Total Expenditure
295.22
168.17
ii) Value of Imports on CIF basis:
March31, 2025
Components forprojects
Capital goods
11.19
4.45
In accordance with Regulation 34(3) read with ScheduleV of the SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015, a separate report onCorporate Governance forms part of this report.
A certificate from Mr. Nagendra D Rao, PracticingCompany Secretary affirming compliance with thevarious conditions of Corporate Governance in termsof the Listing Regulations given in a separate section ofthe Annual Report.
Prestige with a strong focus on sustainable developmenthas placed an EV-charging in the premises of theCompany to promote the usage of electric vehicles andreduce the emissions of pollutants caused due to gasolinevehicles. The Company is also issuing electronic copies ofthe Annual Report 2025 and Notice of the Twenty-EighthAnnual General Meeting ("AGM") to all the memberswhose email address is registered with the Company/Depository participant(s). For members who have notregistered their email address, physical copies of the
Annual Report 2025 and the Notice of the Twenty-EighthAGM are being sent in the permitted mode.
The Company is providing e-voting facility to allmembers to enable them to cast their votes electronicallyon all resolutions set forth in the Notice of the Twenty-Eighth AGM. This is pursuant to Section 108 of theCompanies Act, 2013 read with applicable Rules and inaccordance with SEBI (Listing Obligations & DisclosureRequirements) Regulations, 2015. The instructions fore-voting are provided in the Notice to the AGM.
23. THE DETAILS OF APPLICATION MADE ORPROCEEDINGS PENDING, IF ANY, UNDER THEINSOLVENCY AND BANKRUPTCY CODE:
The Company has neither filed an application duringthe year under review nor any proceedings are pendingunder the Insolvency and Bankruptcy Code, 2016 as atMarch 31,2025.
24. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OFTHE VALUATION DONE AT THE TIME OF ONE TIMESETTLEMENT AND THE VALUATION DONE WHILETAKING LOAN FROM THE BANKS OR FINANCIALINSTITUTIONS ALONG WITH THE REASONS THEREOF:No such event has occurred during the year underreview.
The Board of Directors take this opportunity tosincerely thank the Company’s valued Customers,Clients, Suppliers, Vendors, Investors, Bankers andShareholders for their trust and continued supporttowards the Company. The Board expresses its deepestsense of appreciation to all the employees at all levelswhose professional committed initiative has laid thefoundation for the organization growth and success.
Chairman and Managing DirectorDIN:00209022
Sd/-
Rezwan Razack
Place: Bengaluru Joint Managing Director
Date: May 29, 2025 DIN: 00209060