Hubtown Limited has informed the Exchange regarding Outcome of Board Meeting held on December 30, 2025.
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Hubtown Limited's Board on December 30, 2025, gave fresh approval to a composite scheme of arrangement after stock exchanges returned its earlier application seeking an updated valuation report. The scheme is a two-step amalgamation: first, Distinctive Realty Private Limited (DRPL) merges into Amazia Developers Private Limited (ADPL), and then both ADPL and Nitant Real Estate Private Limited (NREPL) merge into Hubtown, with an Appointed Date of October 1, 2025. The three merging companies are promoter group entities that collectively hold a 98.86% stake in Twenty Five South Realty Limited, which is developing the premium '25 South' (Prabhadevi) and '25 Downtown' (Mahalaxmi) luxury residential projects in Mumbai, with Hubtown already holding the remaining 25% in the latter. Share exchange ratio fixed at 6,221 Hubtown shares for every 1 ADPL share and 16 Hubtown shares for every 1 NREPL share, at an indicative value of about ₹980 per Hubtown share. Post-scheme, promoter shareholding rises sharply from 35.02% to 63.43% (without considering two other pending Hubtown mergers). The scheme is subject to NCLT, stock exchanges, and shareholders/creditors approvals.
This is a related-party, all-stock merger that brings marquee Mumbai luxury projects onto Hubtown's books but also significantly increases promoter shareholding and dilutes public shareholders from 64.98% to 36.57%. Approval pathway via NCLT and stock exchanges remains, with execution risk around valuations and regulatory clearances.