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Valor Estate Limited (formerly D B Realty Limited) announced that its Composite Scheme of Amalgamation and Arrangement has become effective from 1st July 2025.

• The scheme involves Valor Estate Limited, Esteem Properties Private Limited, and Advent Hotels International Private Limited.
• A certified copy of the Order passed by the Hon'ble National Company Law Tribunal, Mumbai Bench, has been filed with the Registrar of Companies, Mumbai, fulfilling all conditions precedent.
• The Appointed Date for the amalgamation of Esteem Properties Private Limited with Valor Estate Limited is 1st April 2024.
• The Appointed Date for the demerger of the hospitality business of Valor Estate Limited into Advent Hotels International Private Limited is 1st April 2025.

• Valor Estate Limited (DBREALTY) is issuing a corporate guarantee for a term loan facility being availed by Bamboo Hotel and Global Centre (Delhi) Private Limited, a joint venture.
• The loan amount is up to ₹712 Crore.
• The lenders are Kotak Mahindra Bank Limited, RBL Bank Limited, Federal Bank, and Aditya Birla Finance Limited.
• Catalyst Trusteeship Limited is acting as the security trustee.
• The promoter group has no interest in the transaction, and the corporate guarantee is being provided on an arm's length basis by both joint venture partners.

• Valor Estate Limited (DBREALTY) announces that the National Company Law Tribunal (NCLT), Mumbai Bench, has approved the Composite Scheme of Amalgamation and Arrangement.
• The scheme involves Valor Estate Limited (VEL), Esteem Properties Private Limited (EPPL), and Advent Hotels International Private Limited (AHIPL) and their respective shareholders and creditors.
• The final order, dated 12th June 2025, was sanctioned by the NCLT under Sections 230 to 232 of the Companies Act, 2013.
• The scheme will be effective upon filing the certified copy of the NCLT order with the Registrar of Companies, Mumbai. The effective date and record date for determining shareholder entitlement will be intimated separately.
• The rationale for the amalgamation includes consolidating the operations of EPPL with VEL to progress a mixed-use development project at Sahar, Andheri (East).
• The rationale for the demerger involves separating the hospitality business from the remaining business of VEL into AHIPL to allow for focused growth and attract specific investors.
• As per the scheme, for every 10 equity shares of ₹10 each of the Demerged Company, shareholders will receive 1 fully paid-up equity share of ₹10 of the Resulting Company and 1 fully paid-up preference share of ₹10 of the Resulting Company.
• Appointed Date 1 for Amalgamation is April 1, 2024, and Appointed Date 2 for Demerger is April 1, 2025.
• The NCLT has directed the Petitioner Companies to file a copy of this Order along with a copy of the Composite Scheme of Amalgamation and Arrangement with the concerned Registrar of Companies within 30 days from the date of receipt of the Order.

• Horizontal Ventures Private Limited, a step-down subsidiary of Valor Estate Limited (DBREALTY), currently holding 76.63% of Sahyadri Agro and Dairy Private Limited (SADPL), has executed Share Purchase Agreements on 10th June, 2025, to acquire the balance 23.37% equity shares of SADPL.
• Upon completion, SADPL will become a wholly-owned step-down subsidiary of Valor Estate Limited.
• The acquisition involves 16,54,476 shares of SADPL at approximately ₹67.31 per share, totaling a consideration of ₹11,13,58,286.
• Part of the acquisition includes shares from Ms. Avanti Goenka, a relative of Mr. Vinod Goenka, and M/s K.G. Enterprises, a firm controlled by Mr. Vinod Goenka and his immediate relatives. This portion is considered a related party transaction but was done at arm's length.
• SADPL's authorized capital is ₹8 crores and paid-up capital is ₹7.08 crores. Its turnover was ₹395.64 crores in FY 2023-24, ₹424.41 crores in FY 2022-23, and ₹348.69 crores in FY 2021-22.
• SADPL, incorporated on 5th October, 2010, was previously in the dairy sector but is now classified as a non-operating entity, holding financial and residual assets.
• The acquisition aims to optimize internal alignment, enable full economic and structural control, provide flexibility, and allow for future restructuring efficiencies within the group.
• The transaction is expected to be completed within 15 days from the execution of the Share Purchase Agreements.

• Valor Estate Limited, with a 50% economic interest through its subsidiary and in partnership with Prestige Estates Projects Limited, is undertaking a slum redevelopment project at Worli, Mumbai, on approximately 70,000 sq. meters of land.
• The project, known as the Jijamata Nagar Redevelopment Project, involves rehabilitating around 4,029 residential/commercial structures.
• 3,661 families have already vacated and been provided with alternate accommodation.
• Demolition orders have been issued for the remaining structures, and occupants are required to vacate by June 25, 2025, as per consent terms accepted by the Bombay High Court.
• Upon completion of eviction, the site will be ready for construction of "The Prestige Place", a mixed-use development with a planned sale FSI exceeding 4 million sq. ft., designed by Skidmore, Owings & Merrill LLP (SOM).
• The project includes in-situ rehabilitation of over 4,000 families, designed as per global best practices in urban planning and sustainability.