Lodha Developers Ltd. : Director's Report
Industry Real BSE Code 543287 Face Value 10.00
Chairman NSE Code LODHA Market Lot 1
Group Lodha Group ISIN No INE670K01029 Book Closure 22/08/2025
You can view full text of the latest Director's Report for the company.
Year End :2025-03

The Directors are pleased to present the 30th Annual Report (and
the 4th Integrated Report) on the business and operations of the
Company alongwith audited financial statements for the financial
year ended March 31, 2025.

OVERVIEW OF OPERATIONS

We are a leading real estate developer in India with a strong
brand presence across luxury, premium and mid-income housing
segments. Our diverse portfolio includes nearly 40 operating
projects across three of the largest real estate markets in India:
Mumbai Metropolitan Region (MMR) (where we are the largest
player with ~10% market share), Pune and Bengaluru. While we
are primarily focussed on residential real estate development, we
are also leveraging our development capability to build select
annuity income streams through facilities management, industrial
& warehousing (digital infrastructure) and leasing of select retail
& office spaces. We have introduced 'BelleVie' a ditigal platform
that complements our already established facilities management
business, by connecting residents with a diverse range of customized
marketplace services.

Scaling new heights

FY25 was yet another record-breaking year for the Company, with
numerous indicators strengthening our conviction that the ongoing
housing cycle in India is long-term and structural in nature. This
shift is fuelled by the movement of the economy from low-income
to mid-income, which has enhanced home buying potential for
a significantly larger segment of Indian households, where the
underlying aspiration has consistently been present due to both
cultural and economic factors.

Continuing the momentum from the previous fiscal, the Company
achieved its best ever pre-sales of
H 176.3 Bn (21% YoY) and
best ever collections of
H 144.9 Bn (29% YoY), becoming the
fourth consecutive year of delivering ~20% pre-sales growth. We
continued to expand our portfolio by adding 10 projects with a

Gross Development Value (GDV) of H ~237 Bn. Despite significant
investment in growth, our balance sheet remains robust with net debt
at
H 39.9 Bn, 0.2x of equity, well below the target ceiling of 0.5x.
The Company did not receive any financial assistance from the
government during the year.

During the financial year, we launched 10 new locations or new
projects at existing locations. Some of the key launches during the
year included Lodha Avalon, Lodha Altus, Lodha Golf View, Lodha
Hanging Gardens and Lodha Opulis in MMR and Lodha Massimo
and Lodha Altero in Pune.

Our strategic roadmap is clearly defined to deliver predictable
and robust financial performance, targeting ~20% presales growth
and a healthy 20% Return on Equity (RoE), while maintaining a
prudent net debt to equity ratio well below 0.5x. This ambitious
yet achievable vision is underpinned by four key strategic pillars:

1. Granular growth supported by best-in-class talent and execution

2. Super-market approach to locations 3. Two phase low risk new
city entry strategy and 4. Gradually building annuity income streams.

To ensure robust and sustainable growth, we employ a "super¬
market chain" approach strategically locating non-competing
projects every 2-4 kilometers across our core urban markets..
This approach minimizes dependency on a particular project or
location and provides steady and predictable growth in these cities,
enabling us to target a significant 15-20% market share in the long
term. Having entered a 'growth phase' in Bengaluru during FY25,
we are now looking to replicate our super-market strategy in the
city, commencing FY26 with five strategic locations, including three
new project launches.

Our ability to expeditiously launch projects after tying up land has
made us the 'partner of choice' for landowners, ensuring a consistent
pipeline of JDA projects. This was a significant driver enabling us to
add ~
H 237 Bn in GDV in FY25.

We handed over ~6,800 units to our customers. With construction
in full swing, we expect significant ramp-up in deliveries in FY26.

HIGHLIGHTS OF OPERATING & FINANCIAL RESULTS

Operating Results

Particulars

UoM

Year ended
March 31, 2025

Year ended
March 31, 2024

Pre-sales value

In H Bn

176.3

145.2

Pre-sales (Developable Area)

Mn Sq ft

9.5

11.1

Embedded EBITDA margin

%

33.0

30.0

Collections

In H Bn

144.9

112.6

Completed units

Number of Units

6,793

8,144

Financial Results
Standalone financial highlights

Particulars (Amount in J Bn)

FY 2024-25

FY 2023-24

Revenue from operations

126.8

94.6

Total Income

131.1

97.8

EBIDTA before exceptional items

33.8

23.2

Interest

6.1

5.4

Profit before tax

29.0

15.8

Profit for the year

21.9

11.6

Revenue from operations increased by ~34% YoY to H 126.8 Bn, primarily due to growth in increase in pre-sales and construction progress.

Profit for FY25 was H 21.9 Bn as compared to profit of H 11.6 Bn during the previous FY. The sharp increase in profit is mainly due to increase
in revenue and operating leverage.

Consolidated Financial Highlights

The Audited Consolidated Financial Statements for FY25 have been prepared in accordance with Indian Accounting Standard (Ind AS) - 110
on 'Consolidated Financial Statements' read with Ind AS-28 on 'Investments in Associates and Joint Ventures', notified under the Companies
Act, 2013 ('the Act'), read with the Indian Accounting Standards Rules as applicable and same are in compliance with the Act.

Particulars (Amount in J Bn)

FY 2024-25

FY 2023-24

Revenue from operations

137.8

103.2

Total Income

141.7

104.7

EBIDTA before exceptional items

39.9

26.8

Finance costs

5.5

4.8

Profit before tax

35.6

20.3

Profit for the year

27.7

15.5

Revenue from operations increased by ~34% YoY to H 137.8 Bn,
primarily due to significant increase in pre-sales and construction
progress.

Profit for the year was H 27.7 Bn as compared to H 15.5 Bn in FY24.
The sharp increase in profit was mainly due to increase in revenue
and operating leverage.

The consolidated financial results and the results of operations are
further discussed in the Management Discussion and Analysis which
forms part of this Integrated Report.

DIVIDEND

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') has adopted a Dividend Distribution Policy which
sets out the parameters and circumstances to be considered by the
Board in determining the distribution of dividend to shareholders
and/or retaining profits earned by the Company. The Policy is
available on the Company's website at
www.lodhagroup.com/
investor-relations
.

In line with the above policy, your Directors have recommended a
final dividend of
H 4.25 (i.e. 42.5%) per equity share of face value
of
H10 each for FY25. The proposed final dividend pay-out will
amount to
H 4.24 Bn. The payment of final dividend is subject to

the approval of shareholders at the 30,h Annual General Meeting
(AGM) and will be paid on or after Monday, September 1, 2025.
The record date fixed for determining the entitlement of Members for
payment of dividend is Friday, August 22, 2025.

Dividend income will be taxable in the hands of the members with effect
from April 01, 2020. Accordingly, the Company shall deduct tax at
source from the dividend paid to the members at rates prescribed in the
Income Tax Act, 1961.

TRANSFER TO RESERVES

The Company has not transferred any amount to General
Reserves during FY25.

SHARE CAPITAL

The authorised capital of the Company as on March 31, 2025, was
H 13,078 Mn, divided into 129,50,75,750 equity shares of H 10
each aggregating to
H 12,951 Mn and 1,26,96,250 Preference
Shares of
H10 each aggregating to H 127 Mn.

During the year, the Company allotted 31,12,648 equity shares of
H 10 each, pursuant to exercise of stock options granted under the
Company's ESOP schemes. Consequent to the aforesaid allotments,
the issued and paid-up share capital of the Company as on March
31, 2025, is
H 9,976 Mn divided into 99,75,68,861 fully paid-up
equity shares of face value of
H 10 each.

KEY DEVELOPMENTS DURING THE YEAR

The Hon'ble National Company Law Tribunal, Mumbai Bench, vide
order dated May 9, 2025, approved the Scheme of Merger by
Absorption of One Place Commercials Private Limited and Palava
City Management Private Limited (both wholly owned subsidiaries)
with the Company, under Sections 230 to 232 and other applicable
provisions of the Act. The scheme was effective from May 15, 2025.

The Company has applied to BSE Ltd and National Stock Exchange
of India Limited for obtaining no objection certificate for the
scheme of Merger by Absorption of three of its listed subsidiaries
i.e. Sanathnagar Enterprises Limited, Roselabs Finance Limited and
National Standard (India) Limited with the Company, pursuant to
approval granted by the Board on July 30, 2024.

Further details on both the schemes are provided in the notes to the
standalone financial statements.

Credit Ratings

Our ratings were upgraded by two notches since the last fiscal,
resulting in reduction of our cost of debt from 9.4% in FY24 to 8.7%
in FY25. The following ratings were assigned during FY25.

Sr

No

Rating agency

Rating and outlook

1.

CRISIL Ratings Limited

Long term rating upgraded from CRISIL
A (Stable) to CRISIL AA (Stable)

Short term rating upgraded from
CRISIL A1 to CRISIL A1

2.

ICRA Limited

Long term rating upgraded from ICRA
AA- (Stable) to ICRA AA- (Positive).

Rating was further upgraded to ICRA
AA (Stable) in May 2025.

Short term rating reaffirmed at ICRA
A1

3.

India Ratings &

Long term rating upgraded from IND

Research Private Limited

A (Stable) to IND AA (Stable)

Short term rating upgraded from IND
A1 to IND A1

Exceptional ESG Scores

We were ranked 6th among 484 global real estate development
companies which participated in the S&P Global Corporate
Sustainability Assessment and received a score of 81 out of 100 in
fourth year of participation, also retaining the spot in the prestigious
Dow Jones Sustainability Index. We were recognised as a Global
Sector Leader by Global Real Estate Sustainability Benchmark
('GRESB') for our exceptional performance in the GRESB
Development Benchmark where we received a 5-star rating with
a score of 100/100 and ranked 1st in Asia. World Benchmarking
Alliance in its inaugural urban benchmark also ranked us 3rd across
industries and 1st in the real estate industry globally.

Debentures

The Company issued Senior, Secured, Redeemable, Listed,
Rated Non-Convertible Debentures (NCDs) aggregating to
H 3.0 Bn during FY25. The NCDs are listed on the wholesale debt
market segment of BSE Ltd. The Company has redeemed NCDs

aggregating to H 6.9 Bn. The NCDs outstanding as on March 31,
2025 aggregate to
H 5.4 Bn.

Employee Stock Option Schemes

The Company has two Employee Stock Options schemes, viz
"Macrotech Developers Limited Employee Stock Option Scheme
2021” ('ESOP Scheme 2021') and Macrotech Developers Limited
Employee Stock Option Scheme 2021-II ('ESOP Scheme 2021-
II') ('ESOP Schemes'). The primary objective of both schemes
is to reward employees for their association, performance and
contribution to the 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 Nomination and Remuneration Committee
('NRC') administers and monitors the ESOP schemes.

Both ESOP schemes are in compliance with the SEBI (Share
Based Employee Benefits and Sweat Equity) Regulations 2021
('SBEB Regulations 2021'). A certificate from the Secretarial Auditor
with respect to implementation of Company's ESOP Schemes, will
be available for inspection by the members, at the ensuing AGM.
Details of ESOPs granted and vested are available in notes to the
Standalone financial statements.

The ESOP Schemes and the disclosures required under the SBEB
Regulations, 2021 with respect to the ESOP Schemes, as on
March 31, 2025 are available on the Company's website at
www.lodhagroup.com/investor-relations.

CHANGE IN NAME OF THE COMPANY

The shareholders of the Company granted approval for change in
the name of the Company from Macrotech Developers Limited to
Lodha Developers Limited, by way of special resolution passed by
postal ballot on May 31, 2025. Fresh certificate of incorporation
consequent to the change in name was issued by the Registrar of
Companies on June 16, 2025.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment & re-appointment

Mr. Shaishav Dharia was appointed as a Wholetime Director for
a period of three years from June 17, 2024 to June 16, 2027, by
the Board on recommendation of the NRC, which was subsequently
approved by the shareholders by way of special resolution passed
at the 29,h AGM of the Company held on August 23, 2024.

Mr. Sushil Kumar Modi was appointed as a Wholetime Director
for a period of three years from January 25, 2025 to January 24,
2028, by the Board on recommendation of the NRC, which was
subsequently approved by the shareholders by way of special
resolution passed by postal ballot on February 27, 2025.

Retirement on completion of term

Mr Ashwani Kumar retired from the Board upon completion of his
first term as Independent Director, with effect from close of
business hours on April 7, 2025. The Board places on record its
sincere appreciation for the valuable contribution made by him
during his tenure.

Retirement by rotation

In accordance with the provisions of the Act and the Articles of
Association of the Company, Mr Rajinder Pal Singh, Non-Executive
Director is liable to retire by rotation at the ensuing AGM and being
eligible offers himself for re-appointment.

Brief resume and other related information for the proposed
appointments / re-appointments, as stipulated under the Secretarial
Standards issued by the Institute of Company Secretaries of India
and Listing Regulations have been appended as an Annexure to the
Notice of the ensuing AGM.

Key Managerial Personnel

Mr. Sanjay Chauhan was appointed as Chief Financial Officer of
the Company with effect from January 25, 2025. Mr Sushil Kumar
Modi ceased to be the Chief Financial Officer of the Company w.e.f
January 25, 2025.

Mr. Abhishek Lodha, Managing Director & CEO, Mr. Rajendra
Lodha, Mr. Shaishav Dharia, Ms. Raunika Malhotra and Mr. Sushil
Kumar Modi, all Wholetime Directors, Mr. Sanjay Chauhan, Chief
Financial Officer and Ms. Sanjyot Rangnekar, Company Secretary
& Compliance Officer are the KMPs of the Company in terms of
Section 203 of the Act, as on the date of this report.

Declarations by Independent Directors

The Company has received declarations from all Independent
Directors, confirming that they meet the criteria of independence as
specified in Section 149(6) of the Act, as amended, read with Rules
framed thereunder and Regulation 16 of the Listing Regulations. In
terms of Regulation 25(8) of the Listing Regulations, the Independent
Directors have confirmed 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 with
an objective independent judgement and without any external
influence and that they are independent of the Management.

The Independent Directors have also confirmed that they have
complied with the Company's Code of Conduct and that they have
registered their names in the Independent Directors Databank.

Policy on appointment and remuneration of Directors, Key
Managerial Personnel and Other Employees and Board Diversity
Policy

In terms of the requirement of Section 178 of the Act and Listing
Regulations, the Board has adopted a Nomination & Remuneration
Policy on appointment and remuneration of Directors, KMPs and Senior
Management Personnel (SMP) and also a Board Diversity Policy. The
remuneration paid to the Directors is as per the terms laid out in the NRC
Policy of the Company. Salient features of the NRC policy are annexed
as Annexure 1 to the Directors' Report. These policies are available on
the Company's website at
www.lodhagroup.com/investor-relations.

Board Evaluation

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. The evaluation process was
facilitated online by a leading independent consulting firm. All
Directors participated in the performance evaluation process. The

results of evaluation were discussed in the NRC and Board meeting
held on April 24, 2025. Further details on the evaluation framework,
criteria, process and outcome are provided in the Corporate
Governance Report which forms part of this Integrated Report.

Familiarisation Program for Directors

The Company has implemented a comprehensive induction
program to orient and train new directors at the time of joining the
Board. This program includes site visits and interactions with senior
management, enabling new directors to gain first-hand knowledge
of the Company's operations, strategy, market standing and
organisational structure. This enables the Directors to get a deep
understanding of the Company, its employees, values and culture and
facilitates their active participation in overseeing the performance of
the Management. For more details refer the Corporate Governance
Report which forms part of the Integrated Report.

Board Committees and meetings of the Board

In compliance with the statutory requirements, the Company has
constituted various committees viz. Audit Committee, NRC, CSR
Committee, Risk Management Committee and Stakeholders'
Relationship Committee. The Company has also constituted
three operating/ special purpose committees viz Executive
Committee, ESG Committee and Committee for Fund Raise. All the
recommendations made by all Board Committees, including the
Audit Committee, were accepted by the Board.

Seven Board meetings were held during the year. A detailed update
on the composition, governance and terms of reference of Board
committees, attendance of directors at Board and Committee
meetings held during FY25 is provided in the Corporate Governance
Report, which forms part of this Integrated Report.

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As on March 31, 2025, your Company has 23 subsidiaries and
3 associates / joint ventures. Bellissimo Digital Infrastructure
Development Management Private Limited, Bellissimo Digital
Infrastructure Investment Management Private Limited, Janus
Logistics and Industrial Parks Private Limited, One Box Warehouse
Private Limited, Opexefi Services Private Limited, Siddhivinayak
Realties Private Limited, V Hotels Limited, Bellissimo Finvest Private
Limited and Corrissance Developers Private Limited became
subsidiaries of the Company during FY25.

One Place Commercials Private Limited and Palava City
Management Private Limited ceased to be subsidiaries upon merger
with the Company, with effect from May 15, 2025.

Pursuant to Section 129(3) of the Act, read with Rule 5 of Companies
(Accounts) Rules, 2014, a statement containing salient features of
financial statements of subsidiaries, associates and joint ventures in
prescribed form AOC-1, is annexed to the consolidated financial
statements which form part of this Integrated Report.

In accordance with the provisions of Section 136 of the Act,
financial statements of the subsidiaries are available on the website
of the Company at
www.lodhagroup.com/investor-relations.
Physical copies will be made available to the members of the
Company upon request.

The Policy for determining material subsidiaries of the Company
is provided on the Company's website at
www.lodhagroup.com/
investor-relations
. Details of material subsidiaries of the Company
as per Regulation 16(1)(c) of Listing Regulations are disclosed in the
Corporate Governance Report forming part of this Integrated Report.

AUDITORS & AUDIT 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 to be held in FY26.

The statutory auditor's report for FY25 forms part of the financial
statements enclosed with this Integrated Report. The said report
does not contain any qualification, reservation, disclaimer or
adverse remarks.

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. The
internal auditor makes quarterly internal audit presentations to the
Audit Committee.

Further details on the internal audit function are provided in the
Management Discussion and Analysis which forms part of this
Integrated Report.

Secretarial Auditors

The Company had appointed Shravan A. Gupta & Associates
Practicing Company Secretary as Secretarial Auditor to conduct
secretarial audit for FY25. The Secretarial Audit report does not
contain any qualification, reservation, disclaimer or adverse remark.
The Secretarial Audit Report is annexed as Annexure 2 to this report.
Further, in terms of the regulatory requirements, Shravan A Gupta &
Associates has issued the Annual Secretarial Compliance Report for
FY25, confirming compliance by the Company of the applicable
SEBI regulations and circulars/guidelines issued thereunder.

Cowtown Infotech Services Limited ("Cowtown") is a material
subsidiary of the Company, pursuant to Regulation 16(1)(c) of
the Listing Regulations. A copy of the Secretarial Audit Report of
Cowtown is provided in Annexure 2 to this report. It does not
contain any qualification, reservation, adverse remark or disclaimer.

In terms of the Listing Regulations, with effect from April 1, 2025,
a listed entity is required to seek shareholders' approval for
appointment of Secretarial Auditor.

Accordingly, the Board, upon the recommendation of the Audit
Committee, has approved and recommended the appointment of
GDR & Partners LLP, Practicing Company Secretaries (ICSI Unique
Number: L2024KR016500 / Peer Review No. 6014/2024),
as Secretarial Auditor of the Company for a first term of 5 years
commencing from FY26. Necessary resolution for this appointment
forms part of the accompanying AGM notice.

Cost Auditors

The Company has maintained cost records as prescribed by the
Central Government under Section 148 of the Act, read with the
Companies (Account) Rules, 2014.

The Board, on the recommendation of the Audit Committee, had
appointed D. C. Dave & Co, Cost Accountants as Cost Auditors
for FY25. The Cost Audit report for FY25 does not contain any
qualification, reservation, disclaimer or adverse remark.

In accordance with the provisions of Section 148 of the Act read
with the Companies (Audit and Auditors) Rules, 2014, remuneration
payable to the Cost Auditors has to be ratified by the shareholders.
The Board recommends the same for approval by shareholders at
the ensuing AGM. Necessary resolution for the same forms part of
the accompanying AGM notice.

The Board, on the recommendation of Audit Committee, has re¬
appointed D. C. Dave & Co, Cost Accountants, as Cost Auditors of
the Company for FY26.

Reporting of frauds by Auditors

None of the Auditors of the Company have reported any fraud
under Section 143(12) of the Act.

RISK MANAGEMENT

Effective risk management is one of the pillars of our corporate
governance framework. We believe that a robust risk management
system is essential for achieving our objectives and goals, identifying
potential obstacles and threats and mitigating potential losses.
By implementing a comprehensive risk management framework,
we ensure that we are well-equipped to adapt to changing
circumstances and allocate resources effectively. We have adopted
a comprehensive risk management policy which outlines our
approach to managing risks across the organisation and sets out
clear guidelines defining our risk appetite and implementing a
robust risk management framework. Our ERM framework provides
a structured approach to identifying, assessing, mitigating and
monitoring risks across the organisation. It also ensures that there
are clear lines of accountability and oversight in place to ensure that
risks are being managed effectively.

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.
Further details on the Risk Management processes and systems are
provided in other parts of the Integrated Report.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The details in respect of internal financial controls and their adequacy
are included in the Management Discussion and Analysis, which is
a part of the Integrated Report.

Compliance Management

The Company has in place a robust automated compliance
framework based on a compilation of all applicable laws,

which are regularly monitored and updated basis the changing
requirements of law.

OUR SUSTAINABILITY JOURNEY

The Board continues to maintain a strong focus on Environmental,
Social and Governance ('ESG') priorities to ensure long-term value
creation for all stakeholders through responsible and forward¬
looking business practices. The ESG Committee plays a pivotal
role in guiding this journey. The Commitee reviews and approves
key ESG risks and opportunities (including climate change), sets
ambitious targets and monitors our performance and external
ratings in alignment with our business strategy.

Our sustainability efforts this year have advanced significantly,
reinforcing our leadership in decarbonising the built environment.
We remain committed to achieving net-zero across our operations
and developments and since March 2024, we have maintained
carbon neutrality across Scope 1 and 2 emissions. Our operations
continue to transition to clean energy, with renewable electricity
PPAs now exceeding 10 MW across developments. Our built
environment decarbonisation strategy also includes actively
reducing embodied carbon in materials, deploying passive design,
improving equipment efficiency, enabling clean energy access and
supporting clean mobility infrastructure.

We are proud to have one of the largest green-certified portfolios
in the country, now exceeding 60 Mn sq ft. of certified and pre¬
certified space. As we grow, we remain committed to standardising
KPIs, tracking impact metrics and embedding sustainability at the
core of our design and delivery.

Our flagship Lodha Net Zero Urban Accelerator continues
to act as a catalyst for innovation and collaboration in urban
decarbonisation. In partnership with RMI India Foundation, we
field-tested next-generation technologies such as high-efficiency
air conditioners and launched the UrjaAnk initiative; India's first
of a kind residential energy behaviour experiment to uncover
household electricity consumption patterns. These insights are now
informing the landscape of national energy efficiency standards
and contributing to India's energy security agenda. Our pioneering
efforts to mitigate urban heat, including nature-based cooling
solutions demonstrated at Palava City, further exemplify our model
for sustainable urbanisation.

Through the Lodha Foundation, we will continue to open-source our
learnings, publishing rigorous case studies and research to enable
replication across India's fast-urbanising regions.

We remain proud of our continued leadership across global
sustainability benchmarks. This year, we were again included in
the Dow Jones Sustainability Index (DJSI) and the FTSE4Good
Index and retained our position as a Global Sector Leader for
residential development in the GRESB rankings. In a significant
milestone, we were also recognised as the top-performing real
estate company in the Urban Benchmark by the prestigious World
Benchmarking Alliance.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Our purpose is to use our capabilities to increase India's economic
strength and transform our country to a developed nation by 2047.
We drive wide ranging social impact through our business and
philanthropic work. Currently our initiatives focus on education of
the gifted, community development and sustainability. In addition
we will also develop and implement initiatives on innovation
and development of human values. The Lodha Foundation, the
philanthropic arm of the group will spearhead these initiatives.

To this end, the promoter family has dedicated 1/5th of the
Company's equity capital (US$2.5 Bn as of October 2024) to the
Lodha Foundation, reinforcing our belief that business success must
drive societal progress.

A brief outline of the CSR policy of the Company and the CSR
activities taken up during the year are set out in Annexure 6 of
this report. The CSR policy is available on the Company's website
at
www.lodhagroup.com/investor-relations. The details of CSR
Committee including composition, terms of reference etc. are
provided in the Corporate Governance Report, which forms part of
this Integrated Report.

VIGIL MECHANISM

The Company has adopted a Vigil Mechanism/ Whistle Blower
Policy which forms part of Code of Conduct of the Company. It
outlines the method and process for stakeholders to voice genuine
concerns about unethical conduct that may be in actual or
threatened breach with the Company's Code of and other ethics
policies. The Whistle Blower Policy, is available on the Company's
website at
www.lodhagroup.com/investor-relations. A brief note
on the highlights of the Whistle Blower Policy and compliance with
the Code of Conduct, is provided in the Corporate Governance
Report, which forms part of this Integrated Report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act,
the Annual Return for FY25, in Form MGT-7 is available on the
Company's website at
www.lodhagroup.com/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/ associates, from time to
time in order to meet their business requirements. The Company
is engaged in business of real estate development (Infrastructural
facilities) and hence the provisions of Section 186 of the Act related
to any loans made or any guarantees given, or any securities
provided, or any investments made by the Company are not
applicable. Details of investments made and loans given are given
in the notes to the standalone financial statements.

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 of the Act entered during FY25 in Form
AOC-2 are annexed as Annexure 3 of this report. The Related Party
Transactions Policy is available on the Company's website at
www.
lodhagroup.com/investor-relations
. Disclosures pursuant to para A
of Schedule V of the Listing regulations form part of the Standalone
Audited Financial Statements for FY25.

PARTICULARS OF EMPLOYEES

The information required pursuant to the provisions of 197(12) of
the Act, read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is annexed as
Annexure 4 to this report.

Particulars of employee remuneration, as required under section
197(12) of the Act and read with Rule 5(2) and Rule 5(3) of the said
Rules form part of the Integrated Report. In terms of the provisions of
the first proviso to Section 136(1) of the Act, the Integrated Report
is being sent to the shareholders excluding the aforementioned
information. Any member interested in obtaining this information
may write to the Company Secretary at
investor.relations@
lodhagroup.com
.

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 constituted 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 Report.

GENERAL DISCLOSURES

Your Directors state that for FY25, 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, 2025
and the date of this report.

c. The Company has not accepted any deposits within the
meaning of Section 73 of the Act, read with the Companies
(Acceptance of Deposits) Rules 2014.

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
the 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.

j. There were no instances of one-time settlement with any bank
or financial institution.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS
AND OUTGO

Details of energy conservation, technology absorption and foreign
exchange earnings and outgo as required under section 134(3) of
the Act and the Rules made thereunder, is annexed as Annexure 5
to this report.

INTEGRATED REPORTING

The Company continues with its integrated reporting journey,
aligning with its philosophy of being a highly transparent and
responsible corporate citizen. Our 4th Integrated Report is guided
by the principles of International Integrated Reporting Framework
developed by the International Integrated Reporting Council (now
consolidated into IFRS Foundation) and reflects the key actions taken
by the Company towards long-term sustainability and stakeholder
value creation. The Board acknowledges its responsibility for the
integrity of the report and the information contained therein.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 of the Listing Regulations, the Management
Discussion and Analysis for the year under review, is presented in a
separate section and forms part of this Integrated Report.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report, pursuant to the requirements
of Regulation 34 of the Listing Regulations, forms part of this
Integrated Report. A certificate from Shravan A Gupta & Associates,
Practicing Company Secretary, Secretarial auditor confirming
compliance of conditions of Corporate Governance during FY25,

as stipulated under the Listing Regulations, is annexed as Annexure
7 to this Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

The Business Responsibility & Sustainability Report ('BRSR') on
initiatives taken from an environmental, social and governance
perspective in the prescribed format, along with the assurance
statement on BRSR Core issued by an Independent third party viz.
DNV Business Assurance India Private Limited is available as a
separate section of this Integrated Report and on the Company's
website at
www.lodhagroup.com\investor-relations.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement of clause (c) of sub-section (3) of Section
134(5) of the Act, your Directors confirm that:

a. in the preparation of the annual accounts for the financial
year ended March 31, 2025, 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,

2025 and of the profit of the Company for the financial year
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

The Board wishes to place on record its appreciation and sincere
thanks to the customers, joint venture partners, shareholders,
bankers, vendors and other stakeholders, who through their
continued support and cooperation, have helped as partners in
the Company's progress. The Directors also acknowledge the
hard work, dedication and commitment of the employees for the
growth of the Company and look forward to their continued
involvement and support.

For and on behalf of the Board
Lodha Developers Limited

Mukund Chitale Abhishek Lodha

Place: Mumbai Chairman Managing Director & CEO

Date: June 20, 2025 DIN: 00101004 DIN: 00266089

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