Lodha Developers Ltd

To the Members,

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

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 Rs. 176.3 Bn (21% YoY) and best ever collections of Rs. 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 Rs. ~237 Bn. Despite significant investment in growth, our balance sheet remains robust with net debt at Rs. 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 "supermarket 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 ~ Rs. 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.

Operating Results

Financial Results Standalone financial highlights

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

Profit for FY25 was Rs. 21.9 Bn as compared to profit of Rs. 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.

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

Profit for the year was Rs. 27.7 Bn as compared to Rs. 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.

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 Rs. 4.25 (i.e. 42.5%) per equity share of face value of Rs. 10 each for FY25. The proposed final dividend pay-out will amount to Rs. 4.24 Bn. The payment of final dividend is subject to the approval of shareholders at the 30 ^th 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.

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

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

During the year, the Company allotted 31,12,648 equity shares of Rs. 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 Rs. 9,976 Mn divided into 99,75,68,861 fully paid-up equity shares of face value of Rs. 10 each.

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. Sanath nagar 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.

Exceptional ESG Scores

We were ranked 6^th 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 1^st in Asia. World Benchmarking Alliance in its inaugural urban benchmark also ranked us 3^rd across industries and 1^st 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.

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.

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.

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.

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 reappointed 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.

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.

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.

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 precertified 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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

The Company continues with its integrated reporting journey, aligning with its philosophy of being a highly transparent and responsible corporate citizen. Our 4^th 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.

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.

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.

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.

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.

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.