About
Macrotech Developers Ltd
Macrotech Developers Limited (Formerly known Lodha Developers Limited) was incorporated on September 25th, 1995. Lodha Group is among the largest real estate developers in India and has been involved in the real estate business since 1980s. Being as an Indian multinational real estate company headquartered in Mumbai, India, the Company developed residential & commercial properties in Mumbai, Thane, Hyderabad, Pune and London.
The Company commenced operations in Mumbai, developing affordable housing projects in the suburbs of Mumbai, and later diversified into other segments and regions in the MMR and Pune. Some of the notable projects include Lodha Altamount, The World Towers, Lodha Bellissimo, Trump Tower Mumbai and Lodha Park. Moreover, the Company is presently credited for developing Palava, an integrated smart city near Mumbai.
The Company commenced operations in Mumbai, developing affordable housing projects in the suburbs of Mumbai, and later diversified into other segments and regions in the MMR and Pune. Some of the notable projects include Lodha Altamount, The World Towers, Lodha Bellissimo, Trump Tower Mumbai and Lodha Park. Moreover, the Company is presently credited for developing Palava, an integrated smart city near Mumbai. The Company also develop commercial real estate, as part of mixed-use developments in and around our core residential projects to bring vibrancy to our residential developments.
The Company created several brands including 'Lodha', 'CASA by Lodha' and 'Crown - Lodha Quality Homes' for its affordable and mid-income housing projects, the 'Lodha' and 'Lodha Luxury' brands for premium and luxury housing projects, and the 'iThink', 'Lodha Excelus', 'Lodha Supremus' and 'Lodha Signet' brands for office. The Company have over 90 completed projects comprising a staggering 80 million square feet of developable area, of which nearly 60 million square feet is in affordable and mid income housing. Currently, the Company is engaged in developing more than 50 ongoing and planned projects across 75 million square feet of area and recognized for quality, focus on details, and elegant craftsmanship.
To bring new ideas, the Company collaborated with globally renowned names from Armani/Casa, Jade Jagger, Buro Happold, Pei Cobb Freed & Partners to reimagining personalised service in luxury with Saint Amand. Few of the world's finest developments include the iconic The World Towers which have transformed the skyline of Mumbai, Lodha Altamount - one of the most exclusive addresses, and Palava - India's No.1 Smart City.
The Company's large ongoing portfolio of affordable and mid-income housing projects include Palava (Navi Mumbai, Dombivali Region), Upper Thane (Thane outskirts), Amara (Thane), Lodha Sterling (Thane), Lodha Luxuria (Thane), Crown Thane (Thane), Bel Air (Jogeshwari), Lodha Belmondo (Pune), Lodha Splendora (Thane) and Casa Maxima (Mira Road). The large townships are located at Palava (Navi Mumbai, Dombivali Region) and Upper Thane (Thane outskirts).
The premium and luxury housing projects include Lodha Park (Worli), Lodha World Towers (Lower Parel), Lodha Venezia (Parel) and New Cuffe Parade (Wadala). In addition, the Group have a few projects under the 'Lodha Luxury' brand, which comprises small-scale, high-value developments such as Lodha Altamount (Altamount Road), Lodha Seamont (Walkeshwar) and Lodha Maison (Worli).
As a part of industrial & logistics park portfolio, the Lodha Group are developing a logistics and industrial park spread over 800 acres of land near Palava, which is strategically located near the Jawaharlal Nehru Port, the proposed international airport in Navi Mumbai and the industrial hub of Taloja. The Company seeks to utilize more of land parcel in Palava & Upper Thane and take it up to 3,500 acres over a period. The Company have monetized nearly 165 acres of land in the Palava Logistics & Industrial Park (PLIP) either through JVs with reputed investors such as Morgan Stanley or through outright sales to some of the marquee global players like FM Logistics- a French 3PL firm. Thus, so far, the Company already monetized more than 255 acres of the industrial park segment through JV or outright sale.
In September 2007, the Deutsche Bank made an investment of Rs 1,640 crore (US$218 million) by subscribing to the compulsorily convertible debentures (CCDs) of Lodha's subsidiary, Cowtown Land Development Limited.
In May of the year 2010, Macrotech Developers emerged the highest bidder to acquire a 22.5-acre plot in Wadala, Mumbai, for Rs 4,053 crore (US$538 million) from Mumbai Metropolitan Region Development Authority (MMRDA).
In December 2012, the Company acquired Washington House, a residential building owned by the US consulate on Altamont Road, for Rs 341.82 crore (US$45 million), which was developed into Lodha Altamount. Further, the Company purchased a 17 acres land in Mumbai's prime location from DLF for about Rs 2,700 crore (US$359 million), nearly four times higher than the price at which DLF had bought the land in 2005.
In September 2013, the Group partnered with Donald Trump for development of Trump Tower Mumbai, an 800-ft-tall, 77-storey residential tower in Lower Parel, Mumbai. and with a number of celebrities to be brand ambassadors, including Aishwarya Rai, Amitabh Bachchan,Akshay Kumar and Twinkle Khanna.
In the year of May 2016, it received an investment of Rs 425 crore from Piramal Fund Management for one of Company's project.
In 2018, the company bagged CNBC Awaaz Real Estate Award for the project, Lodha Altamount by CNBC.In November 2013, Macrotech Developers Group brought Macdonald House, London a seven-storey building in central London from the Government of Canada for Rs 3,120 crore (US$414 million), thru which the company acquired 87 acres of land in Thane from Clariant Chemicals India for Rs 1,102.5 crore (US$146 million).
The Board of Directors of the Company at its meeting held on 27 March 2019, have approved a Scheme of Arrangement u/s 230-232 of
the Companies Act, 2013, between the Company and NCP Commercials Pvt. Ltd. (Resulting Company) and their respective shareholders and creditors for demerger of Project Lodha Excelus, New Cuffe Parade' (Demerged Undertaking) and its associated assets and liabilities and transfer and vesting thereof to and in the Resulting Company, as a going concern'. The National Company Law Tribunal, Mumbai Bench (NCLT) had approved the above scheme on 01st October 2019. Accordingly, all asset and associated liabilities was transferred from the Company to NCP Commercial Private Limited at its carrying value. Upon demerger of the project, the Company sold off its equity shares in NCP Commercial Private Limited to an unrelated buyer.
In terms of the Shareholders Agreement dated 25th March 2020 (Effective Date), in view of changes in the management rights of the Company over relevant activities in Lodha Developers UK Limited (LDUK) and the Company's agreement to sell the legal and beneficial interest representing 24% of the entire issued and paid up ordinary share capital of LDUK at par to its fellow subsidiary within 120 days from the Effective Date, LDUK (including its subsidiaries) ceased to be a subsidiary of the Company and has become a Joint Venture with effect from March 25, 2020.
Tata Power Company Limited, an Indian electric utility company based in Mumbai entered into a partnership agreement with Macrotech Developers for setting up EV charging stations in housing societies and offices in September 2021.
During the financial year 2020-21, the Company completed an Initial Public Offering (IPO), comprising a fresh issue of 5,14,40,328 equity shares having a face value of Rs. 10, which got listed on BSE Limited and National Stock Exchange of India Limited with effect from April 19, 2021.
During year 2020-21, the Schemes of Arrangement were approved by the National Company Law Tribunal (NCLT) for Demerger of One Lodha Place' into One Place Commercials Private Limited effective September 25, 2020 and amalgamation of Copious Developers and Farms Private Limited and Ramshyam Infracon Private Limited effective June 18, 2021. Withdrawal application for demerger of esidential towers from the Belmondo and Splendora projects into two wholly owned subsidiaries viz Luxuria Complex Private Limited and Renovar Green Consultants Private Limited respectively was approved by NCLT, Mumbai Bench vide Order dated December 18, 2020.
During the financial year 2021-22, Company launched 13 new projects or subsequent phases of existing projects with total salable area
of ~5.6 million square feet, which included Codename Premier at Palava, Lodha Woods at Kandivali, Casa Supremo at Mira Road, Lodha Bellagio at Powai in MMR and Lodha Bella Vita in Pune etc. In FY22, it introduced 11 new projects located largely in micro-markets of MMR and Pune currently underserved by them, having 8.8 million square feet of salable area under capital light JDA route of which 4 projects having salable area of 2.0 million square feet were launched in the micro-markets of Western Suburbs, Eastern Suburbs and Pune.
As on March 31, 2022, the Company had 29 consolidating subsidiaries, of which 18 subsidiaries were considered as joint ventures and 2 associates, including 1 associate was considered as a subsidiary. Digirealty Technologies Private Limited, Bellissimo Digital Infrastructure Development Management Private Limited, Thane Commercial Tower A Management Private Limited, Bellissimo Digital Infrastructure Investment Management Private Limited, Palava Induslogic 4 Private Limited and 1GS Quarters Holdings Limited became subsidiaries of the Company during FY22. Copious Developers and Farms Private Limited, Ramshyam Infracon Private Limited and Palava Dwellers Private Limited ceased to be subsidiaries of the Company during FY22. Apart from these, Anantnath Constructions and Farms Private Limited, Sitaldas Estate Private Limited, MMR Social Housing Private Limited, Bellissimo Estate Private Limited, Renovar Green Consultants Private Limited, Kora Constructions Private Limited, Luxuria Complex Private Limited, Odeon Theatres and Properties Private Limited and Palava Industrial and Logistics Park Private Limited ceased to be subsidiaries of the Company on account of mergers in April 2022.
During the financial year 2022-23, the Company launched 12 new projects and subsequent phases of existing projects. Some of the key launches during the year included Lodha Malabar, Lodha Bellevue, Lodha Divino, Ascenza, Crown Kolshet, Villa Royale Palava in MMR, and Lodha Giardino & Lodha Panache in Pune etc.
During FY' 23, Five wholly owned subsidiaries of the Company viz Bellissimo Constructions and Developers Private Limited, Homescapes Constructions Private Limited, Primebuild Developers and Farms Private Limited, Palava Institute of Advanced Skill Training Private Limited and Center for Urban Innovation Private Limited merged with the Company with effect from May 20, 2023.
Bellissimo In city FC Mumbai 1 Private Limited and Bellissimo In city FC NCR 1 Private Limited were incorporated during FY 2023. Anantnath Constructions and Farms Private Limited, Sitaldas Estate Private Limited, MMR Social Housing Private Limited, Bellissimo Estate Private Limited, Renovar Green Consultants Private Limited, Kora Constructions Private Limited, Luxuria Complex Private Limited, Odeon Theatres and Properties Private Limited and Palava Industrial and Logistics Park Private Limited ceased to be subsidiaries of the Company on account of mergers during FY23.
Macrotech Developers Ltd
Chairman Speech
Your Company delivered cash flow after interest and taxes of ~Rs. 46.6
bn, and used this towards adding new projects with GDV of ~Rs. 200.0 bn (~165% of current
year pre-sales) and to reduce our net debt by ~Rs. 22.3 bn (~24%). Our RoE, calculated on
the basis of pro-forma earnings, grew to ~16%. The Company continued to make progress
towards its objective of becoming a global leader in sustainable real estate development
and with growing renewable energy share which currently stands at 90%, we are on track to
advance our net zero scope 1 and 2 targets from 2027 to 2024.
DEAR
STAKEHOLDERS,
The last financial year was a period of accelerating growth for your
Company, despite the headwinds of rising interest rates and global macro-economic
uncertainty. Your Company achieved its highest ever pre-sales of Rs. 120.6 bn, crossing
the Rs. 100.0 bn mark for the first time and growing 34% over FY22. Your Company delivered
cash flow after interest and taxes of ~Rs. 46.6 bn, and used this towards adding new
projects with Gross Development Value (GDV) of ~Rs. 200.0 bn (~165% of current year
pre-sales) and to reduce our net debt by ~Rs. 22.3 bn (~24%). Our RoE, calculated on the
basis of pro-forma earnings, grew to ~16%. The Company continued to make progress towards
its objective of becoming the global leader in sustainable real estate development and
with growing renewable energy share which currently stands at 90%, we are on track to
advance our net zero scope 1 and 2 targets from 2027 to 2024.
Macro-Economic Context
FY23 started with global alarm bells due to the Russian invasion of
Ukraine. This added fuel to the already raging fire of high inflation and made inflation
control the No. 1 objective of major global central banks. There was co-ordinated increase
in interest rates across all major economies, and India's Central Bank also raised
its benchmark rates by ~250 bps. As the year progressed, the world gradually came to terms
with disruption in energy supply chains caused by the Russia-Ukraine conflict. With
moderation in elevated energy prices and initial impact of monetary tightening, the last
quarter started evidencing progress in the fight against inflation. In the backdrop of
global travails, India's economy continued strengthening with GDP growth of 7.2%, one
of the highest
| 34% |
9,600+ |
| Growth in FY23 in pre-sales |
Number of homes completed |
growth rates in the world. Service exports continued to show
resilience, and combined with inward remittances from NRIs touching USD 100.0 bn,
India's current account deficit moderated, providing stability to the Indian Rupee.
Foreign direct investment (FDI) interest in India continued to strengthen, on the back of
strong local growth, geopolitical circumstances and the government's initiative to
attract global supply chains through its Production Linked Incentive (PLI) scheme.
A Decade (or two) of Housing Buoyancy
The total primary (new build) sales in India's Top 7 cities was
about 300,000 units in calendar year 2021. This grew to 360,000 units (20%) in calendar
year 2022. If one were to assume 15% CAGR in housing production during the course of the
current decade, annual housing production in the top Indian cities would touch ~1 million
units p.a. (equating to ~1.5 million units p.a. across the country). Thus, total
production in the course of the current decade would be ~9 million units. It is estimated
that the total number of households in India which are home ownership capable will grow
from 77 million in 2021 to 175 million by 2030, implying over 100 million units of
incremental demand. This significant demand-supply gap (100+ million vs. 9 million) is
driven by India's transition from low income (GDP per capita of ~USD 2,000 p.a.
(2021) to ~USD 5,000 (2030)) and the consequent change – which we believe takes place
once in the lifetime of every nation – of a large % of households become ‘home
ownership capable'.
Another factor to highlight is that construction cost is ~25-40% of the
sales price for multi-storied (apartment) development in India. Further, due to the
plentiful availability of agricultural workforce moving to construction sites, wage
inflation for this segment of the workforce remains moderate. Due to these factors, during
FY23, despite record inflation, the impact from construction cost inflation was only about
2% of cost of goods sold (COGS). This structural low risk from cost inflation
differentiates India's housing market from others.
With low base of housing demand, multiple drivers of job creation,
income growth of ~10% p.a. for white-collar workforce (which form the bulk of potential
home buyers), steady mortgage market with intent from lenders to grow their mortgage
portfolios (generally held to maturity), low risk from construction cost inflation, and
increasing preference of housing consumers to buy from a handful of reputed brands leading
to ever-increasing consolidation on the supply side, the stage seems set for compounding
of housing volumes accompanied by steady price growth for several years to come. The
strong performance of the industry's top players, in a year with over 200 bps of
mortgage rate increase, provides initial evidence of this long-term cycle.
Our Performance
I am pleased to share that your Company's pre-sales grew by 34% to
Rs. 120.6 bn. Your Company sold over 8,000 homes with an aggregate area of 9.4 mn square
feet. We completed
Our goal of building a stronger nation is being serviced through our
efforts towards unleashing the potential of young minds through the Lodha Genius Programme
in partnership with Ashoka University, as well as empowering women through Unnati.
about 9,600 homes totalling to 9.3 mn square feet. Your Company
continued to focus on its capital-light growth strategy, expanding into newer
micro-markets of Mumbai Metropolitan Region (MMR) and Pune. We have received a positive
response from consumers in these new micro-markets underlying the appeal of brand Lodha to
home buyers seeking a premium living experience.
We also entered the Bengaluru market this year, growing our presence to
the three cities which provide about 2/3rd of the value of housing sales amongst
India's top seven cities. The MMR economy is driven by corporate front office, BFSI,
trading and media & entertainment. Pune provides exposure to manufacturing and
back-end IT, whereas Bengaluru provides exposure to value-added / front office IT, giving
your Company diversified exposure to the various important sectors on which India's
economy depends. Our strategy for entering a new city comprises ‘seed phase' for
first 3-4 years, followed by ‘growth phase' thereafter. During the seed phase,
our focus is on delivering a moderate number of high-quality developments, strengthening
our local team, understanding the consumer in that city, building local relationships and
showcasing our units profitability. We believe that this patient approach will reduce the
risk inherent with entering new geographies and creates runway for sustainable growth for
your Company, as we are now witnessing in Pune.
It is heartening to report that your Company achieved this significant
growth while substantially reducing its leverage, with our net debt reducing by ~24% to
Rs. 70.7 bn from Rs. 93.0 bn at the start of the year. This combination of growth and
deleveraging is unique in our sector. The Company sees the potential to sustainably
deliver ~20% pre-sales growth and simultaneously, produce surplus for capital providers
(post capital investment) of ~15-20% of pre-sales. We have set a net debt ceiling of lower
of 1x of operating cash flow and 0.5x of equity and we expect to be below this ceiling
during the course of FY24. With the likelihood of significant surplus for capital
providers, we have the opportunity to be well below the aforesaid net debt ceiling.
Annuity Business
We are making steady progress on building annuity streams with a focus
on opportunities with relatively high RoEs. We are currently focussed on three key
business segments:
i. Green Digital Infrastructure (Warehousing & Industrial): With a
focus on sustainable development, we are working with our investment partners including
Bain Capital and Ivanhoe Cambridge (an arm of CDPQ) to develop about 25 million sq. ft. of
warehousing (including suburban parks and in-city fulfilment centres) and industrial space
across India with planned investment (equity and debt) of US$1 billion+ over the next 4-5
years. Your Company plans to contribute its share of equity largely in the form of its
land and developed assets. Your Company is also the development and asset manager for this
platform. The combination of rental yield, management fee income, and short construction
cycles will enable your Company to build substantial annuity income at its target RoEs.
ii. Property Management: We have delivered about 60,000 units to date
and expect this number to grow to 250,000 by the end of the decade. With this large
captive property pool, we are scaling our Property Management business and adding
additional income streams through a Digital Services app which uses our understanding and
data about the consumer to connect them with local merchants and service providers. The
pilot of the Digital Services app has been done and we expect to scale the roll out across
our projects during the course of FY24.
We aim to become a Net Zero Company by operations (scope 1, 2
emissions) within FY24 and are committed to achieve carbon neutrality in scope 3 by 2050,
with a short-term target of achieving 51% reduction in scope 3 by the end of this decade.
iii. High-quality Office and Retail Assets: While we have historically
focused on releasing capital by building, leasing and selling the office and retail assets
developed by us, we are now retaining select such assets which have likelihood of
significant capital appreciation due to their quality and/or location.
Together, these three segments will help us generate sizeable annuity
income over the medium term with good RoEs.
Aiming to become the Global Leader in Sustainable Real Estate
Development
FY23 was an extraordinary year for your Company in its journey towards
creating a sustainable and equitable world for all. Over the past year, we continued to
make significant strides towards a low-carbon transition and we are on track to become a
Net Zero Company by operations (scope 1, 2 emissions) within FY24. We have also submitted
our de-carbonisation targets for validation with Science Based Targets initiative (SBTi)
and we are committed to become carbon neutral in scope 3 by 2050, with a short term target
of achieving 51% reduction in scope 3 by the end of this decade.
Our initiatives under the Lodha Net Zero Urban Accelerator are
progressing well and we anticipate that these will help us achieve our decarbonisation
goals well ahead of time. This year, we expect to start publishing studies which can help
guide the decarbonisation of the built environment. During the year, we also partnered
with Xynteo on the ‘Build Ahead Coalition' that aims to unite multiple
stakeholders from the construction value chain to achieve net zero built environment in
India.
We understand that climate risks will continue to impact our business
and communities. In our efforts to address these, we conducted a detailed physical climate
risk analysis and created a climate risk toolkit for our designers to integrate mitigation
measures while designing new projects.
We aim to break the stereotypes associated with the real estate
industry with our continued efforts to make Lodha a preferred workplace for women. We are
committed to achieve our gender diversity target of 44% by 2027.
Our goal of building a stronger nation is being serviced through our
efforts towards unleashing the potential of young minds through the Lodha Genius Programme
in partnership with Ashoka University, as well as empowering women through Unnati.
Our commitment towards growing sustainably also reflects in our
exceptional performance in leading global sustainability benchmarks including S&P CSA,
GRESB, Sustainalytics, and others. We are determined to create a sustainable and equitable
world for all our stakeholders.
The path forward in the backdrop of the industry dynamics, brands which
are going to scale up profitably are the ones which possess ability to attract quality
talent necessary for such a growth, have trust of stakeholders including customers,
vendors as well as land owners, and above all, have the construction and execution
capability to deliver this growth. Having a disciplined balance sheet would be another
pre-condition for delivering a sustainable growth over a longer duration. Your Company has
all the above ingredients to successfully deliver a sustainable 20% CAGR on our pre-sales
with 20% ROE, and improving profitability over the course of this decade.
I am extremely pleased to share that we have become a dividend paying
Company. Your Company's ability to reward its shareholders alongside growth is
another of its unique strength. In view of the robust operating and financial performance
, your Company has decided to reward shareholders by way of a 1:1 bonus issue as well as
Rs. 2/ share dividend on the pre bonus share.
I would like to take this opportunity to thank all our 4,000+
associates who have been tirelessly working to provide superior customer satisfaction
through focus on delivering the world's finest developments with hospitality
standards of service quality. This in turn is enhancing our brand appeal among prospective
home buyers and would enable us to achieve our milestones in times to come. Most
importantly, I would like to thank you, our shareholders, for your overwhelming trust,
support, guidance and confidence in Lodha.
Thank you!
Abhishek Lodha
Managing Director & CEO
  Â
Macrotech Developers Ltd
Company History
Macrotech Developers Limited (Formerly known Lodha Developers Limited) was incorporated on September 25th, 1995. Lodha Group is among the largest real estate developers in India and has been involved in the real estate business since 1980s. Being as an Indian multinational real estate company headquartered in Mumbai, India, the Company developed residential & commercial properties in Mumbai, Thane, Hyderabad, Pune and London.
The Company commenced operations in Mumbai, developing affordable housing projects in the suburbs of Mumbai, and later diversified into other segments and regions in the MMR and Pune. Some of the notable projects include Lodha Altamount, The World Towers, Lodha Bellissimo, Trump Tower Mumbai and Lodha Park. Moreover, the Company is presently credited for developing Palava, an integrated smart city near Mumbai.
The Company commenced operations in Mumbai, developing affordable housing projects in the suburbs of Mumbai, and later diversified into other segments and regions in the MMR and Pune. Some of the notable projects include Lodha Altamount, The World Towers, Lodha Bellissimo, Trump Tower Mumbai and Lodha Park. Moreover, the Company is presently credited for developing Palava, an integrated smart city near Mumbai. The Company also develop commercial real estate, as part of mixed-use developments in and around our core residential projects to bring vibrancy to our residential developments.
The Company created several brands including 'Lodha', 'CASA by Lodha' and 'Crown - Lodha Quality Homes' for its affordable and mid-income housing projects, the 'Lodha' and 'Lodha Luxury' brands for premium and luxury housing projects, and the 'iThink', 'Lodha Excelus', 'Lodha Supremus' and 'Lodha Signet' brands for office. The Company have over 90 completed projects comprising a staggering 80 million square feet of developable area, of which nearly 60 million square feet is in affordable and mid income housing. Currently, the Company is engaged in developing more than 50 ongoing and planned projects across 75 million square feet of area and recognized for quality, focus on details, and elegant craftsmanship.
To bring new ideas, the Company collaborated with globally renowned names from Armani/Casa, Jade Jagger, Buro Happold, Pei Cobb Freed & Partners to reimagining personalised service in luxury with Saint Amand. Few of the world's finest developments include the iconic The World Towers which have transformed the skyline of Mumbai, Lodha Altamount - one of the most exclusive addresses, and Palava - India's No.1 Smart City.
The Company's large ongoing portfolio of affordable and mid-income housing projects include Palava (Navi Mumbai, Dombivali Region), Upper Thane (Thane outskirts), Amara (Thane), Lodha Sterling (Thane), Lodha Luxuria (Thane), Crown Thane (Thane), Bel Air (Jogeshwari), Lodha Belmondo (Pune), Lodha Splendora (Thane) and Casa Maxima (Mira Road). The large townships are located at Palava (Navi Mumbai, Dombivali Region) and Upper Thane (Thane outskirts).
The premium and luxury housing projects include Lodha Park (Worli), Lodha World Towers (Lower Parel), Lodha Venezia (Parel) and New Cuffe Parade (Wadala). In addition, the Group have a few projects under the 'Lodha Luxury' brand, which comprises small-scale, high-value developments such as Lodha Altamount (Altamount Road), Lodha Seamont (Walkeshwar) and Lodha Maison (Worli).
As a part of industrial & logistics park portfolio, the Lodha Group are developing a logistics and industrial park spread over 800 acres of land near Palava, which is strategically located near the Jawaharlal Nehru Port, the proposed international airport in Navi Mumbai and the industrial hub of Taloja. The Company seeks to utilize more of land parcel in Palava & Upper Thane and take it up to 3,500 acres over a period. The Company have monetized nearly 165 acres of land in the Palava Logistics & Industrial Park (PLIP) either through JVs with reputed investors such as Morgan Stanley or through outright sales to some of the marquee global players like FM Logistics- a French 3PL firm. Thus, so far, the Company already monetized more than 255 acres of the industrial park segment through JV or outright sale.
In September 2007, the Deutsche Bank made an investment of Rs 1,640 crore (US$218 million) by subscribing to the compulsorily convertible debentures (CCDs) of Lodha's subsidiary, Cowtown Land Development Limited.
In May of the year 2010, Macrotech Developers emerged the highest bidder to acquire a 22.5-acre plot in Wadala, Mumbai, for Rs 4,053 crore (US$538 million) from Mumbai Metropolitan Region Development Authority (MMRDA).
In December 2012, the Company acquired Washington House, a residential building owned by the US consulate on Altamont Road, for Rs 341.82 crore (US$45 million), which was developed into Lodha Altamount. Further, the Company purchased a 17 acres land in Mumbai's prime location from DLF for about Rs 2,700 crore (US$359 million), nearly four times higher than the price at which DLF had bought the land in 2005.
In September 2013, the Group partnered with Donald Trump for development of Trump Tower Mumbai, an 800-ft-tall, 77-storey residential tower in Lower Parel, Mumbai. and with a number of celebrities to be brand ambassadors, including Aishwarya Rai, Amitabh Bachchan,Akshay Kumar and Twinkle Khanna.
In the year of May 2016, it received an investment of Rs 425 crore from Piramal Fund Management for one of Company's project.
In 2018, the company bagged CNBC Awaaz Real Estate Award for the project, Lodha Altamount by CNBC.In November 2013, Macrotech Developers Group brought Macdonald House, London a seven-storey building in central London from the Government of Canada for Rs 3,120 crore (US$414 million), thru which the company acquired 87 acres of land in Thane from Clariant Chemicals India for Rs 1,102.5 crore (US$146 million).
The Board of Directors of the Company at its meeting held on 27 March 2019, have approved a Scheme of Arrangement u/s 230-232 of
the Companies Act, 2013, between the Company and NCP Commercials Pvt. Ltd. (Resulting Company) and their respective shareholders and creditors for demerger of Project Lodha Excelus, New Cuffe Parade' (Demerged Undertaking) and its associated assets and liabilities and transfer and vesting thereof to and in the Resulting Company, as a going concern'. The National Company Law Tribunal, Mumbai Bench (NCLT) had approved the above scheme on 01st October 2019. Accordingly, all asset and associated liabilities was transferred from the Company to NCP Commercial Private Limited at its carrying value. Upon demerger of the project, the Company sold off its equity shares in NCP Commercial Private Limited to an unrelated buyer.
In terms of the Shareholders Agreement dated 25th March 2020 (Effective Date), in view of changes in the management rights of the Company over relevant activities in Lodha Developers UK Limited (LDUK) and the Company's agreement to sell the legal and beneficial interest representing 24% of the entire issued and paid up ordinary share capital of LDUK at par to its fellow subsidiary within 120 days from the Effective Date, LDUK (including its subsidiaries) ceased to be a subsidiary of the Company and has become a Joint Venture with effect from March 25, 2020.
Tata Power Company Limited, an Indian electric utility company based in Mumbai entered into a partnership agreement with Macrotech Developers for setting up EV charging stations in housing societies and offices in September 2021.
During the financial year 2020-21, the Company completed an Initial Public Offering (IPO), comprising a fresh issue of 5,14,40,328 equity shares having a face value of Rs. 10, which got listed on BSE Limited and National Stock Exchange of India Limited with effect from April 19, 2021.
During year 2020-21, the Schemes of Arrangement were approved by the National Company Law Tribunal (NCLT) for Demerger of One Lodha Place' into One Place Commercials Private Limited effective September 25, 2020 and amalgamation of Copious Developers and Farms Private Limited and Ramshyam Infracon Private Limited effective June 18, 2021. Withdrawal application for demerger of esidential towers from the Belmondo and Splendora projects into two wholly owned subsidiaries viz Luxuria Complex Private Limited and Renovar Green Consultants Private Limited respectively was approved by NCLT, Mumbai Bench vide Order dated December 18, 2020.
During the financial year 2021-22, Company launched 13 new projects or subsequent phases of existing projects with total salable area
of ~5.6 million square feet, which included Codename Premier at Palava, Lodha Woods at Kandivali, Casa Supremo at Mira Road, Lodha Bellagio at Powai in MMR and Lodha Bella Vita in Pune etc. In FY22, it introduced 11 new projects located largely in micro-markets of MMR and Pune currently underserved by them, having 8.8 million square feet of salable area under capital light JDA route of which 4 projects having salable area of 2.0 million square feet were launched in the micro-markets of Western Suburbs, Eastern Suburbs and Pune.
As on March 31, 2022, the Company had 29 consolidating subsidiaries, of which 18 subsidiaries were considered as joint ventures and 2 associates, including 1 associate was considered as a subsidiary. Digirealty Technologies Private Limited, Bellissimo Digital Infrastructure Development Management Private Limited, Thane Commercial Tower A Management Private Limited, Bellissimo Digital Infrastructure Investment Management Private Limited, Palava Induslogic 4 Private Limited and 1GS Quarters Holdings Limited became subsidiaries of the Company during FY22. Copious Developers and Farms Private Limited, Ramshyam Infracon Private Limited and Palava Dwellers Private Limited ceased to be subsidiaries of the Company during FY22. Apart from these, Anantnath Constructions and Farms Private Limited, Sitaldas Estate Private Limited, MMR Social Housing Private Limited, Bellissimo Estate Private Limited, Renovar Green Consultants Private Limited, Kora Constructions Private Limited, Luxuria Complex Private Limited, Odeon Theatres and Properties Private Limited and Palava Industrial and Logistics Park Private Limited ceased to be subsidiaries of the Company on account of mergers in April 2022.
During the financial year 2022-23, the Company launched 12 new projects and subsequent phases of existing projects. Some of the key launches during the year included Lodha Malabar, Lodha Bellevue, Lodha Divino, Ascenza, Crown Kolshet, Villa Royale Palava in MMR, and Lodha Giardino & Lodha Panache in Pune etc.
During FY' 23, Five wholly owned subsidiaries of the Company viz Bellissimo Constructions and Developers Private Limited, Homescapes Constructions Private Limited, Primebuild Developers and Farms Private Limited, Palava Institute of Advanced Skill Training Private Limited and Center for Urban Innovation Private Limited merged with the Company with effect from May 20, 2023.
Bellissimo In city FC Mumbai 1 Private Limited and Bellissimo In city FC NCR 1 Private Limited were incorporated during FY 2023. Anantnath Constructions and Farms Private Limited, Sitaldas Estate Private Limited, MMR Social Housing Private Limited, Bellissimo Estate Private Limited, Renovar Green Consultants Private Limited, Kora Constructions Private Limited, Luxuria Complex Private Limited, Odeon Theatres and Properties Private Limited and Palava Industrial and Logistics Park Private Limited ceased to be subsidiaries of the Company on account of mergers during FY23.
Macrotech Developers Ltd
Directors Reports
To the Members,
The Directors are pleased to present the 28th Annual Report (and the
2nd Integrated Annual Report) of the Company for the financial year ended March 31, 2023.
OVERVIEW OF OPERATIONS
We are among the largest residential real estate developers in India
with presence across luxury, premium, mid-income and affordable segments through over 30
operating projects. We also develop commercial spaces comprising corporate offices, IT
campuses, boutique offices and high street retail as part of our large developments. We
not only develop these projects but also manage them post completion. Recently, we added a
digital layer to our already established property management business through BelleVie, an
integrated digital platform, to provide wider ambit of services to residents residing in
our developments. We are focused on three of the largest cities of India - MMR where we
are No. 1 player with a dominant market share and a growing presence in Pune and Bengaluru
which we entered in FY23. We are also developing digital infrastructure parks across India
mainly through our joint venture with India Opportunities Fund SSA Scheme I and Ivanhoe
Warehousing Inc, funds managed by Bain Capital and Ivanhoe Cambridge (an arm of CDPQ).
Best ever year
FY23 continued to build on the momentum seen in the previous year and
emerged as the best ever year for the Company on several parameters. The Company achieved
its best ever pre-sales of Rs. 120.6 Bn (34% YoY) as well as best ever collections at Rs.
106.1 Bn (23% YoY). The year also marked our entry into a new city i.e. Bengaluru where we
acquired a JDA project. Company continued to reduce its net debt on a consistent basis
through organic means with net debt for the year ending at Rs. 70.7 Bn (reduction of Rs.
22.3 Bn).
During the financial year, the Company launched 12 new projects and
subsequent phases of existing projects. Some of the key launches during the year included
Lodha Malabar, Lodha Bellevue, Lodha Divino, Ascenza, Crown Kolshet, Villa Royale Palava
in MMR, and Lodha Giardino & Lodha Panache in Pune etc.
In FY23, the Company continued to add new projects in the
under-represented micro markets of MMR & Pune where our brand is already well
recognized and also marked our foray into Bengaluru market with acquisition of our first
project. Our ability of quick turnaround from land acquisition to launch of the project
has made us the preferred partner for the landowners to do JDA on their land assets. This
enabled the Company to add 12 new projects for 14 million square feet area amounting to
nearly Rs. 200.0 Bn GDV during the year across various micro-markets of MMR, Pune &
Bengaluru largely through JDAs.
In terms of completion, the Company received occupation certificates
for 9.3 million square feet. Significant ramp up in construction was seen in FY23 as
effects of the pandemic waned. With construction now in full swing, we expect significant
completion to continue FY24 onwards..
Focusing on green growth
Over the past year, we made major advances towards transitioning to net
zero and creating a sustainable future for our stakeholders. We have switched our
electricity needs to renewable sources in our entire operations and assets through a mix
of direct purchase and on-site generation of renewable energy. With this we aim to achieve
net zero carbon in our operations (scope 1, 2) within FY24, well ahead of our target (For
more details refer the Net Zero Carbon Roadmap on page 107 of the Integrated Report). We
also design all our projects as green buildings, our present certified/pre-certified
portfolio is over 20 million sqft with an additional 30 million sqft under review for
certification.
This year, we took significant steps across the focus areas of the
Lodha Net Zero Urban Accelerator viz embodied carbon reduction, passive designs, equipment
efficiency, clean energy and green mobility. We partnered with Xynteo on the 'Build Ahead
Coalition' that also aims to unite multiple stakeholders from the construction value chain
in India to achieve net zero built environment in India. With an unwavering focus we
continue to work towards creating a development template for the real estate industry
which will demonstrate that growth decoupled from emissions is possible.
We were also ranked in the top-tier of various global leading
sustainability benchmarks this year including S&P Global Corporate Sustainability
Assessment (CSA), GRESB, Sustainalytics, and others. For more details on our performance
across sustainability benchmarks refer the sustainable growth section on page 57 of the
Integrated Report.
HIGHLIGHTS OF OPERATING & FINANCIAL RESULTS Operating Results
|
|
Year ended March |
Year ended March |
Particulars |
UoM |
31, 2023 |
31, 2022 |
| Pre Sales (Developable Area) |
Million square feet (Mn Sq ft) |
9.4 |
8.0 |
| Pre Sales |
Number of units |
8,303 |
7,237 |
| Pre Sales Value |
Rs. Billion (Bn) |
120.6 |
90.2 |
| Collections |
Rs. Billion (Bn) |
106.1 |
86.0 |
| Completed Developable Area |
Million square feet (Mn Sq ft) |
9.3 |
5.3 |
| Completed units |
Number of units |
9,623 |
4,551 |
Financial Results
Standalone Financial Highlights
(Rs. Bn)
| Particulars |
FY 2022-23 |
FY 2021-22 |
| Revenue from operations |
87.3 |
83.5 |
| Total Income |
89.9 |
84.5 |
| EBIDTA before exceptional items |
18.4 |
19.6 |
| Finance Cost |
6.0 |
3.9 |
| Profit Before tax |
1.9 |
16.0 |
| Profit for the year |
3.0 |
11.3 |
Revenue from operations increased by ~5% YoY to Rs. 87.3 Bn, primarily
due to significant ramp up in construction activity leading to higher project completions
and consequently higher receipt of occupancy certificates.
Profit for FY23 was Rs. 3.0 Bn as compared to profit of Rs. 11.3 Bn
during the previous FY. The sharp decrease in profit was on account of exceptional item
recognized in books pertaining to provision created on UK loans.
Consolidated Financial Highlights
The Audited Consolidated Financial Statements for the financial year
ended March 31, 2023 have been prepared in accordance with Indian Accounting Standard (Ind
AS) - 110 on ‘Consolidated Financial Statement' read with Ind AS-28 on
‘Investments in Associates and Joint Ventures', notified under the Act, read
with the Indian Accounting Standards Rules as applicable and same are in compliance with
the Companies Act, 2013.
Rs. ( Bn)
| Particulars |
FY 2022-23 |
FY 2021-22 |
| Revenue from operations |
94.7 |
92.3 |
| Total Income |
96.1 |
95.3 |
| EBIDTA before exceptional items |
20.7 |
21.8 |
| Finance Costs |
4.8 |
6.8 |
| Profit Before tax |
4.5 |
17.2 |
| Profit for the year |
4.9 |
12.1 |
Revenue from operations increased by ~3% YoY to Rs. 94.7 bn, primarily
due to significant increase in pre-sales and area completed. Finance costs (other than
included in Costs of Project) decreased by ~30% to Rs. 4.8 Bn in FY23, primarily on
account of sharp reduction in debt levels and lower interest rates.
Profit for the year was Rs. 4.9 Bn as compared to Rs. 12.1 Bn in FY22.
The sharp decrease in profit was due to recognition of exceptional item pertaining to
provision created for UK Loans.
The consolidated financial results and the results of operations are
further discussed in the Management Discussion and Analysis which forms part of this
Integrated Annual Report.
DIVIDEND AND RESERVES
The Board of Directors at its meeting held on April 22, 2023, has
recommended payment of H2/- i.e., 20% per equity share of H10/- each of the Company on pre
bonus paid-up equity share capital (being adjusted proportionately after bonus allotment
to H1/- i.e, 10% per equity share) aggregating to Rs. 1.0 Bn as maiden dividend for the
FY23. The dividend, is subject to the approval of shareholders at the ensuing Annual
General Meeting of the Company, will be paid on or after September 18, 2023. The record
date for the purpose of payment of final dividend is September 08, 2023. As per the Income
Tax Act 1961, dividend paid or distributed by the Company shall be taxable in the hands of
the Shareholders. The Company shall accordingly, make the payment of the final dividend
after deduction of tax at source.
The Company has not transferred any amount to General Reserve during
the year.
DIVIDEND DISTRIBUTION POLICY
In terms of Regulation 43A of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (‘Listing
Regulations') the Board of Directors of the Company (the ‘Board')
formulated and adopted the Dividend Distribution Policy (the ‘Policy') which
sets out the parameters and circumstances to be considered by the Board in determining the
distribution of dividend to its shareholders and/or retaining profits earned by the
Company.The Policy is available in the investor section of the Company's website at
www.lodhagroup.in/investor-relations.
SHARE CAPITAL
Authorised share capital
As on March 31, 2023, the authorised capital of the Company was Rs.
13,076.4 Mn divided into 1,29,49,45,750 equity shares of Rs. 10 each aggregating to Rs.
12,949.5 Mn and 1,26,96,250 Preference Shares of Rs. 10 each aggregating to Rs. 127.0 Mn.
The authorised equity share capital increased by Rs. 372.2 Mn on account of merger of
certain subsidiaries with the Company.
Offer for sale by promoters / promoter group to eligible QIBs
The promoters and certain members of the promoter group sold
3,45,70,506 equity shares of the Company through an Offer for Sale by way of a QIP to
eligible qualified institutional buyers on December 12, 2022, taking the public
shareholding of the Company to 25% as mandated under the SEBI regulations.
Shares allotted pursuant to exercise of Stock Options
During the year, the Company issued and allotted 219,800 equity shares
of Rs. 10 each and 62,712 equity shares of Rs. 10 each to eligible employees pursuant to
exercise of stock options granted under Macrotech Developers Limited Employee Stock Option
Scheme 2021 (ESOP Scheme 2021-I) and Macrotech Developers Limited Employee Stock Option
Scheme 2021-II (ESOP Scheme 2021-II) respectively. Consequently, the issued, subscribed
and paid up equity share capital of the Company has increased from Rs. 4,815.1 Mn to Rs.
4,817.9 Mn.
MAJOR CORPORATE EVENTS
Achievement of Minimum Public Shareholding
On December 12, 2022, your Company achieved Minimum Public Shareholding
of 25% as stipulated under regulation 19(2) (b) of the Securities Contracts (Regulation)
Rules, 1957, by way of an Offer for sale of 3,45,70,506 equity shares of the Company by
promoters and certain members of the promoter group of the
Company to eligible qualified institutional buyers at Rs. 1,026 per
share. This was achieved well ahead of the statutory timeline of April 18, 2024.
Merger Schemes
Details on the merger schemes approved, filed and withdrawn during FY23
are provided in note 64 to the Standalone financial statements. Five wholly owned
subsidiaries of the Company viz Bellissimo Constructions and Developers Private Limited,
Homescapes Constructions Private Limited, Primebuild Developers and Farms Private Limited,
Palava Institute of Advanced Skill Training Private Limited and Center for Urban
Innovation Private Limited merged with the Company with effect from May 20, 2023, pursuant
to approvals granted by the National Company Law Tribunal, Mumbai bench.
Debentures
During the year under review, the Company has redeemed NCDs aggregating
to Rs. 7,428.7 Mn. The Company has issued Senior, Secured, Redeemable, Listed, Rated NCDs
aggregating to Rs. 3.7 Bn during FY 23. The total debentures outstanding as on March 31,
2023 is Rs. 12,382 Mn.
Early redemption of Senior Notes by subsidiary
Lodha Developers International Limited, Mauritius, wholly owned
subsidiary of the Company fully prepaid the US$ 225 million, Singapore Stock Exchange
listed 14% Senior Secured Notes in two instalments, in March 2022 and September 2022, six
months prior to its contractual redemption date.
Credit Ratings
The Company is rated by three domestic rating agencies namely, ICRA
Limited and CRISIL Ratings Limited and India Ratings & Research Private Limited.
• ICRA Limited assigned a first time credit rating of ICRA A+
(Stable) for the Company's line of credit facility of Rs. 6.0 Bn.
• CRISIL assigned a long term rating of CRISIL A/Stable and a
short term rating of CRISIL A1
• India Ratings upgraded the Company to A/positive in May 2022, a
two notch upgrade from their previous rating of ‘BBB+/ Positive' in December
2021.
Exceptional ESG Scores
We were ranked amongst the top ~1% of the 867 global real estate
companies in the S&P Global Corporate Sustainability Assessment (CSA 2022) and we
received a score of 75 out of 100 in our second year of participation. This is a
significant improvement over FY22 where we were placed in the top 13%. We also received an
overall ESG risk rating of 13.8 by Sustainalytics, and were placed in the
"low-risk" category of ESG risk severity. In addition to these, scored well in
other sustainability assessments like GRESB where we received 5-star rating with a score
of 95/100 in the "Residential: Multi-family: High-rise" category and were placed
3rd in Asia.
Employee Stock Option Schemes
The Company has two Employee Stock Option schemes, namely ESOP Scheme
2021-I and ESOP Scheme 2021-II (ESOP Schemes). The primary objective of both schemes is to
reward employees for their association, performance and contribution to the achievement of
goals of the Company and to attract, retain and motivate key talent by rewarding good
performance and motivating them to contribute to the overall corporate growth and
profitability of the Company. The NRC administers and monitors the Company's ESOP
schemes.
Both ESOP schemes are in compliance with ESOP regulations. The Company
has received a certificate from Shravan A. Gupta & Associates, Secretarial Auditor of
the Company, certifying that the schemes are implemented in accordance with the ESOP
Regulations and the resolutions passed by the members. The certificate is available for
inspection by members in electronic mode. Details of ESOPs granted and vested are
available in note 63 of the Standalone financial statements.
Disclosures as required under the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 (SBEB 2021), with respect to the Company's ESOP
Schemes, as on March 31, 2023 are available on our website at www.lodhagroup.in/
investor-relations.
Issuance of Bonus Equity shares
The Company has alloted 48,18,05,547 bonus equity shares of face value
Rs. 10 each to the existing equity shareholders of the Company, in the ratio of 1:1, by
utilising the securities premium reserve and capital redemption reserve aggregating to Rs.
4,818.1 Mn, pursuant to shareholders approval granted by postal ballot on May 23, 2023.
The Company's issued and paid up equity share capital after the allotment of bonus
shares has increased to 96,36,11,094 equity shares of face value Rs. 10 each fully paid.
The Company has also made necessary adjustments to vested and unvested stock options
granted under the Company's ESOP schemes as per the SBEB 2021.
DIRECTORS AND KEY MANAGERIAL PERSONNEL Appointments
Mr. Rajeev Bakshi was appointed as an Additional Director under the
category of Independent Director of the Company with effect from June 29, 2022 by the
Board of Directors on the recommendation of the NRC in accordance with Section 161(1) of
the Act and the Articles of Association. His appointment as an Independent Director for a
period of 5 years with effect from June 29, 2022, was approved by the shareholders at the
previous Annual General Meeting (AGM) held on August 10, 2022.
Ms Harita Gupta was appointed as an Additional Director under the
category of Independent Director of the Company with effect from September 20, 2022 by the
Board of Directors on the recommendation of the NRC in accordance with Section 161(1) of
the Act and the Articles of Association. Her appointment as an Independent Director for a
period of 5 years was approved by the shareholders by postal ballot with effect from
September 20, 2022.
Mr Abhishek Lodha completed his present term as Managing Director &
CEO of the Company on February 28, 2023 and was reappointed for a further term of five
years by the Board w.e.f. March 1, 2023, based on the recommendation of the NRC and by the
shareholders at the previous AGM held on August 10, 2022.
Mr Rajendra Lodha completed his present term as Whole time Director of
the Company on February 28, 2023 and was reappointed for a further term of five years by
the Board w.e.f. March 1, 2023, based on the recommendation of the NRC and by the
shareholders at the previous AGM held on August 10, 2022.
Ms Raunika Malhotra was appointed as Whole time director for a period
of two years by the Board of Directors with effect from June 26, 2023, based on the
recommendation of the NRC and holds office till the conclusion of the ensuring AGM.
Necessary resolution for her reappointment forms part of the accompanying AGM notice.
Retiring by rotation
Mr. Rajinder Pal Singh retires by rotation and being eligible, offers
himself for re-appointment.
A brief resume, nature of expertise, details of directorships held in
other companies, of the Directors proposed to be appointed/ re-appointed, along with their
shareholding in the Company, as stipulated under the Secretarial Standards and Listing
Regulations, is appended as an Annexure to the Notice of the ensuing AGM.
Key Managerial Personnel
Key Managerial Personnel as per Section 203 of the Act as on March 31,
2023 are:
Mr. Abhishek Lodha, Managing Director & CEO
Mr. Rajendra Lodha, Whole time Director
Ms. Raunika Malhotra, Whole time Director
Mr. Sushil Kumar Modi, Chief Financial Officer
Ms. Sanjyot Rangnekar, Company Secretary & Compliance Officer
Declarations by Independent Directors
The Company has received declarations from all Independent Directors of
the Company confirming that they continue to meet the criteria of independence, as
prescribed u/s 149 of the Act and the Listing Regulations and that they are not aware of
any circumstance or situation which exists or may be reasonably anticipated that could
impair or impact their ability to discharge their duties. The Independent Directors have
also confirmed that they have complied with the Company's Code of Conduct.
Policy on appointment and Remuneration of Directors, Key Managerial
Personnel and Other Employees and Board Diversity Policy
The Board has adopted a Nomination & Remuneration Policy on
appointment and remuneration of Directors, Key Managerial Personnel & Senior
Management and also a Board Diversity Policy. Salient features of the NRC Policy are
annexed as Annexure 1 to the Board's Report. These policies are available on our
website at www.lodhagroup.in/investor-relations.
Board Evaluation and familiarisation programme
The Board carried out an annual evaluation of its own performance,
board committees, and individual directors pursuant to the provisions of the Act and the
Listing Regulations. Further details on the evaluation framework, criteria, process and
outcome are provided in the Corporate Governance Report which forms part of this
Integrated Annual Report. All Directors participated in the performance evaluation
process. The results of evaluation were discussed in the NRC and Board meeting held on
April 22, 2023, where it was concluded that there was a high level of board effectiveness
with no areas of major concerns and the Board committees and the directors were performing
their duties adequately.
A note on the familiarisation programme adopted by the Company for
orientation and training of Directors is provided in the Corporate Governance report which
forms part of this Integrated Annual Report.
BOARD COMMITTEES AND MEETINGS OF THE BOARD
In compliance with the statutory requirements, the Company has
constituted five mandatory Committees viz. Audit Committee, Nomination & Remuneration
Committee, CSR Committee, Risk Management Committee and Stakeholders' Relationship
Committee. The Company has also constituted three operating/ special purpose committees
for better administration viz an Executive Committee, an ESG Committee and a Committee for
Fund Raise.
All the recommendations made by all Board Committees, including the
Audit Committee, were accepted by the Board. A detailed update on such Board Committees,
its composition, governance of committees, terms and reference, number of Board and
Committee meetings held during FY23 and attendance of the Directors at each meeting is
provided in the Corporate Governance Report, which forms part of this Integrated Annual
Report.
SUBSIDIARIES, JOINT VENTURES, ASSOCIATES
As on March 31, 2023, the Company had 17 consolidating subsidiaries, 20
subsidiaries considered as joint ventures under IND AS 28 and 3 associates (including 1
associate considered as subsidiary under IND AS 110). A statement containing the salient
features of financial statements and details of performance of the Company's
subsidiaries and associates is attached to the financial statements of the Company in Form
AOC-1.
Subsidiaries incorporated during FY23:
1. Bellissimo In city FC Mumbai 1 Private Limited
2. Bellissimo In city FC NCR 1 Private Limited
Entities which ceased to be subsidiaries of the Company on account of
mergers during FY23:
1. Anantnath Constructions and Farms Private Limited
2. Sitaldas Estate Private Limited
3. MMR Social Housing Private Limited
4. Bellissimo Estate Private Limited
5. Renovar Green Consultants Private Limited
6. Kora Constructions Private Limited
7. Luxuria Complex Private Limited
8. Odeon Theatres and Properties Private Limited
9. Palava Industrial and Logistics Park Private Limited
Subsidiaries which became joint ventures of the Company during FY23:
1. Palava Induslogic 4 Private Limited
2. Palava Induslogic 2 Private Limited
3. Bellissimo In city FC Mumbai 1 Private Limited
Entities which ceased to be subsidiaries of the Company on account of
mergers in FY24:
1. Bellissimo Constructions & Developers Private Limited
2. Homescapes Constructions Private Limited
3. Center for Urban Innovation Private Limited
4. Palava Institute for Advanced Skill Training Private Limited
5. Primebuild Developers and Farms Private Limited
The financial statements of each of the subsidiary companies are
available on the Company's website at https://www. lodhagroup.in/investor-relations/.
A copy of the same will also be available electronically for inspection by the members
during the AGM. Physical copies of annual financial statements of the subsidiary,
associate and joint venture companies will also be made available to the investors of the
Company and those of the respective companies upon request.
Pursuant to Regulation 16(1)(c), Cowtown Infotech Services Private
Limited (Cowtown) was a material subsidiary of the Company during FY23 however did not
qualify as a material subsidiary in terms of Regulation 24(1) of the Listing Regulations.
A copy of the Secretarial Audit Report of Cowtown is provided in Annexure 2 to the
Boards' report. It does not contain any qualification, reservation, adverse remark or
disclaimer. Cowtown continues to remain a material subsidiary of the Company.
AUDITORS & AUDITOR'S REPORTS Statutory Auditors
MSKA & Associates, Chartered Accountants were re-appointed as
Statutory Auditors of the Company at the AGM held on September 3, 2021, for a second term
of five consecutive years and hold office upto the conclusion of the AGM for FY26.
The statutory auditor's report for FY23 does not contain any
qualifications, reservations or adverse remarks and is enclosed with the financial
statements with this Integrated Annual Report.
Internal Auditors
The Company has an Internal Audit department which is led by the Chief
Internal Auditor. The scope of internal audit is based on an internal audit plan approved
annually by the Audit Committee.
Secretarial Auditors
The Company had appointed Shravan A. Gupta & Associates Practicing
Company Secretary to conduct Secretarial Audit for FY23. The Secretarial Auditor has
confirmed compliance by the Company of all the provisions of applicable corporate laws.
The Report does not contain any qualification, reservation, disclaimer or adverse remark.
The Secretarial Audit Report is annexed as Annexure 2 to the Board's report. The
Board has reappointed Shravan A. Gupta & Associates Practicing Company Secretary as
Secretarial Auditor of the Company for FY24.
Cost auditors and cost audit
The Company is required to maintain cost records and have the cost
records audited by a cost auditor as specified u/s 148 of the Act. Cost records have been
prepared and maintained by the Company for FY2. The Cost audit report for FY23 does not
contain any qualification, reservation, disclaimer or adverse remark.
The Board on the recommendation of the Audit Committee has approved the
appointment of D. C. Dave & Co, Cost Accountants, as Cost Auditors, for FY24. The
resolution for ratification of remuneration payable to the Cost Auditors for FY24 forms
part of the accompanying AGM notice.
Reporting of Frauds by Auditors
None of the Auditors of the Company have reported any fraud as
specified under the second proviso of Section 143(12) of the Act.
RISK MANAGEMENT & ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Risk Management
Your Company has adopted a Risk Management policy which is based on
three pillars: Business Risk Assessment, Operational Controls Assessment and Policy
compliance. The policy lays down broad guidelines for timely identification, assessment
and prioritisation and mitigating risks.
The Company has constituted a Risk Management Committee consisting of
members of the Board and key executives of the
Company to identify and assess business risks and opportunities. The
scope of the Risk Management Committee includes identifying and reviewing risks at both
enterprise level and at project level, risk mitigation planning, implementation and
monitoring. The Audit committee evaluates internal financial controls and risk management
systems. Further details on the Risk Management processes and systems are provided in the
MD&A and other parts of the Integrated Annual Report.
Adequacy of Internal Financial Controls
The Company has a robust internal financial control system commensurate
with the size, scale and complexity of its operations. It has put in place adequate
controls, procedures and policies for ensuring orderly and efficient conduct of its
business including adherence to policies, safeguarding its assets, prevention and
detection of frauds and errors, accuracy and completeness of accounting records. The
internal controls over financial reporting are identified by the management and are
checked for effectiveness across all locations and functions by the management and tested
by the Auditors on sample basis. No reportable material weaknesses were observed during
the year under review. The Board is of the opinion that the Company's internal
financial controls were adequate and effective during FY23.
Compliance Management
The Company has in place a robust automated Compliance Framework based
on the inventory of all applicable laws and compliance obligations, which are regularly
monitored and updated basis the changing requirements of law.
CORPORATE SOCIAL RESPONSIBILITY
Our CSR initiatives and activities are aligned with the requirements of
Section 135 of the Act. The CSR Committee has been constituted in accordance with Section
135 of the Act. The Annual Report on Corporate Social Responsibility alongwith salient
features of the CSR Policy is annexed as Annexure 6 to the Board's Report. The CSR
Policy is available on our website at www.lodhagroup.in/investor-relations.
OTHER STATUTORY DISCLOSURES Whistle Blower Policy - Vigil Mechanism
The Company has adopted a Whistle Blower Policy and has established the
necessary vigil mechanism for directors, employees and other stakeholders to voice genuine
concerns and report concerns about unethical conduct in conformation with Section 177 of
the Act and the Listing Regulations, This Policy is available on the Company's
website at www.lodhagroup.in/ investor-relations. Further details on whistle blower policy
are provided in the Corporate Governance Report which forms part of this Integrated Annual
Report.
Annual Return
The Annual Return of the Company as on March 31, 2023 in Form MGT - 7
in accordance with Section 92(3) of the Act and
Rules is available on our website at https://www.lodhagroup.in/
investor-relations/
Particulars of loans, guarantees and investments
In compliance with the provisions of the Act and Listing Regulations,
the Company extends financial assistance in the form of investment, loan and guarantees to
its subsidiaries, from time to time in order to meet business requirements. Neither the
Company nor any subsidiary has extended any financial assistance to promoter or promoter
group entities which has been written off during last 3 years. Particulars of loans,
guarantees and investments are detailed in Notes to the standalone financial statements
provided in this Integrated Annual Report.
Related Party Transactions
Transactions/contracts/arrangements, falling within the purview of
provisions of Section 188(1) of the Act, entered by the Company with related parties as
defined under the provisions of Section 2(76) of the Act, during the financial year under
review, were in the ordinary course of business and have been transacted at arm's
length basis. Material contracts, arrangements or transactions with related parties
referred to in Section 188, entered during FY23 in Form AOC-2 are provided in Annexure
3. The Related Party Transactions Policy is available on our website at
www.lodhagroup.in/investor-relations. Disclosures as required pursuant to para A of
Schedule V of the Listing regulations form part of the Standalone Audited Financial
Statements for FY23.
Particulars of employees
Disclosures relating to remuneration of Directors u/s 197(12) of the
Act read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed as Annexure 4 to the Board's report.
Particulars of employee remuneration, as required u/s 197(12) of the
Act and read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 forms part of this Integrated Annual Report. In terms
of the provisions of the first proviso to Section 136(1) of the Act, the Integrated Annual
Report is being sent to the shareholders excluding the aforementioned information. The
information will be available for inspection at the registered office of the Company on
all working days upto the date of AGM and a copy of the same will also be available
electronically for inspection by the members during the AGM. Any member interested in
obtaining such information may write to the Company Secretary at the registered office of
the Company.
Prevention of Sexual Harassment at Workplace
In compliance with the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act 2013, the Company has an Internal Complaints
Committee (ICC) for providing a redressal mechanism pertaining to sexual harassment at the
workplace where any such incident can be reported to the ICC as per the process defined
under the policy. Details regarding the policy, including the details of the complaints
received and disposed of, are provided elsewhere in this Integrated Annual Report.
GENERAL DISCLOSURES
Your Directors state that for the FY23, no disclosures are required in
respect of the following items and accordingly confirm as under:
a. The Company has neither revised the financial statements nor the
report of Board of Directors.
b. There are no material changes or commitments affecting the financial
position of the Company between March 31, 2023 and the date of this report.
c. The Company has not accepted any deposits.
d. No significant or material orders were passed by the
Regulators/Courts/Tribunals which impact the going concern status and Company's
operations in future.
e. There was no change in the nature of the business of the Company.
f. There has been no issue of equity shares with differential rights as
to dividend, voting or otherwise.
g. The Company has complied with applicable Secretarial Standards
issued by the Institute of the Company Secretaries of India.
h. The Company was not required to transfer any amount to Investor
Education and Protection Fund under section 125 of the Act.
i. No petition/ application has been admitted under Insolvency and
Bankruptcy Code, 2016, by the National Company Law Tribunal.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The details of energy conservation, technology absorption and foreign
exchange earnings and outgo as required u/s 134(3) of the Act and Rules is annexed as
Annexure 5 to the Board's report.
INTEGRATED ANNUAL REPORT
SEBI has recommended voluntary adoption of ‘Integrated Annual
Reporting' (IR) by the top 500 listed companies in India with effect from 2017-18.
The 2nd Integrated Annual Report of the Company is guided by the principles of
International <IR> Framework developed by the International Integrated Annual
Reporting Council ("IIRC"). The report encompasses both financial and
non-financial information to enable stakeholders to take well informed decisions and have
a better understanding of the Company's long term perspective.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis report for the year under review
forms part of the Integrated Annual Report.
CORPORATE GOVERNANCE REPORT
The Corporate Governance report pursuant to regulation 34 of the
Listing Regulations for the year under review forms part of the Integrated Annual Report.
A certificate from Shravan A Gupta & Associates, Practicing company secretary and our
secretarial auditor, confirming compliance with conditions of Corporate Governance is
annexed as Annexure 7 to the Board's report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
The Business Responsibility and Sustainability Report pursuant to
regulation 34 of the Listing Regulations, describing the initiatives taken by the Company
from environmental, social and governance perspective for FY 23 forms part of the
Integrated Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement of clause (c) of sub-section (3) of Section
134 of the Act, your Directors confirm that:
a. in the preparation of the annual accounts for the FY ended March 31,
2023, the applicable accounting standards read with the requirements set out under
Schedule III to the Act, have been followed and there are no material departures thereof.
b. they have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company as at March 31, 2023 and of the profit of the
Company for the FY ended on that date; c. they have taken proper and sufficient care for
the maintenance of adequate accounting records in accordance with the provisions of this
Act for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities; d. they have prepared the annual accounts on a going concern basis;
e. they have laid down internal financial controls to be followed by the Company and such
internal financial controls are adequate and operating effectively. f. they have devised
proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors would like to express their grateful appreciation for
the assistance and support extended by all stakeholders.
For and on behalf of the Board
Macrotech Developers Limited
| Date: June 06, 2023 |
Mukund Chitale |
Abhishek Lodha |
| Place: Mumbai |
Chairman |
Managing Director & CEO |
|
DIN: 00101004 |
DIN: 00266089 |
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