Parsvnath Developers Ltd Directors Report

Dear Shareholders,

Your Directors have pleasure in presenting the 34^th Annual Report, together with the Audited Financial Statements of the Company for the Financial Year ("FY") ended March 31, 2025.

1. FINANCIAL HIGHLIGHTS

(Rs. in Lakhs)

Item	STAND-ALONE		CONSOLIDATED
	FY 2024-25	FY 2023-24	FY 2024-25	FY 2023-24
Total Revenue	12,524.43	31,889.24	30,345.89	49,372.18
Total Expenses	36,470.98	52,826.21	76,253.95	1,06,229.65
Profit/ (loss) before Exceptional Items and tax	(23,946.55)	(20,936.97)	(45,908.06)	(56,857.47)
Exceptional Items	10,054.55	(13,532.28)	12,065.33	6,126.45
Less: Tax Expenses/(Benefit)	20.73	7,771.82	888.21	8,684.18
Profit/ (loss) after tax	(13,912.73)	(42,241.07)	(34,729.94)	(59,415.20)
Share of Profit/(loss) in Associates	-	-	2.69	1.33
Profit/ (loss) for the year	(13,912.73)	(42,241.07)	(34,727.25)	(59,413.87)
Other comprehensive income	12.02	(23.21)	11.47	(24.69)
Total comprehensive income for the year	(13,900.71)	(42,264.28)	(34,715.78)	(59,438.56)
Net profit/(loss) attributable to:
a) Shareholders of the Company	(13,900.71)	(42,264.28)	(34,525.94)	(59,349.97)
b) Non-controlling interest	-	-	(189.84)	(88.59)
Paid up Equity Shares of the Company	21,759.06	21,759.06	21,759.06	21,759.06
Other Equity	(20,788.92)	(6,888.21)	(2,25,906.96)	(1,91,389.79)

2. REVIEW OF OPERATIONS AND STATE OF COMPANYS AFFAIRS

During the year under review, on stand-alone basis, the Company has earned total revenue of Rs.12,524.43 Lakhs as against Rs. 31,889.24 Lakhs in 2023-2024 and incurred a net loss of Rs. 13,912.73 Lakhs as against a net loss of Rs. 42,241.07 Lakhs incurred during 2023-2024.

During the year under review, on consolidated basis, the Company has earned total revenue of Rs. 30,345.89 Lakhs as against Rs. 49,372.18 Lakhs in 2023-2024 and incurred a net loss of Rs. 34727.25 Lakhs as against a net loss of Rs. 59,413.87 Lakhs incurred during 2023-2024.

Earnings per Share ("EPS") of the Company stood at Rs. (3.20) on stand-alone basis and Rs. (7.94) on consolidated basis in 2024-2025.

There has been no change in the nature of business of your

Company. A detailed businesswise review of the operations of the Company is included in the Management Discussion and Analysis section of this Annual Report.

3. MATERIAL CHANGES AND/OR COMMITMENTS AFFECTING THE FINANCIAL POSITION OF YOUR COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF SIGNING OF THIS REPORT

No material changes and/or commitments affecting the financial position of your Company have occurred between the end of the Financial Year and the date of signing of this Report.

4. SHARE CAPITAL

The Authorized Share Capital of the Company is Rs. 350,00,00,000/- divided into 60,00,00,000 Equity Shares of Rs. 5/-eachand5,00,00,000PreferenceSharesofRs.10/-each.The

Issued,SubscribedandPaid-upShareCapitaloftheCompanyis Rs. 217,59,05,850/- divided into 43,51,81,170 Equity Shares of Rs. 5/- each.

There was no change in the Share Capital of the Company during the year under review.

5. DIVIDEND

In view of loss incurred during the Financial Year ended March 31, 2025 coupled with constrained liquidity position of the Company, your Directors have considered it appropriate not to recommend any dividend.

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), as amended, the Company has a ‘Dividend Distribution Policy, which is available on the Companys website and can be accessed at the link https://www. parsvnath.com/investors/dividend-distribution-policy/ .

6. TRANSFER TO RESERVES

The Company has not transferred any amount to General Reserve during the Financial Year 2024-25.

In terms of the provisions of Section 71 of the Companies Act, 2013 ("the Act") read with the Companies (Share Capital and Debentures) Rules, 2014, as amended, Debenture Redemption Reserve is not required to be created for Privately Placed Debentures.

7. DEBENTURES

During the year under review, there was some delay in redemption of debenture. However, as per the agreement with debenture holder who is holding Series XVI NCDs, the debenture holders have permitted to extend the time for redemption till March 31, 2026 and the debenture holders of Series XIV NCDs have permitted to extend the time for redemption till December 31, 2025.

8. FIXED DEPOSITS

During the year under review, the Company has not accepted fixed deposits from the public.

9. LISTING AT STOCK EXCHANGES

The Equity Shares of the Company are listed on National Stock Exchange of India Limited ("NSE") and BSE Limited

("BSE"). The Listing Fee for the Financial Year 2025-26 has been paid by the Company to both NSE and BSE.

10. ANNUAL RETURN

The Annual Return of the Company, in Form MGT-7, may be accessed on the Companys website at the link: https:// www.parsvnath.com/investors/annual-returns/ as per the provisions of Section 92 of the Act.

11. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS

As on March 31, 2025, the Company had 20 Subsidiaries (including a foreign subsidiary), 2 Associate Companies and 1 Joint venture, in terms of the provisions of the Act.

The project-specific or sector-specific Subsidiary Companies ensure maximum utilization of available resources through focused attention on specific activities.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing brief financial details of the Companys Subsidiaries and Associate Companies for the Financial Year ended March 31, 2025 in Form AOC-1 is attached to the Financial Statements of the Company. The details as required under Rule 8 of the Companies (Accounts) Rules, 2014 regarding the performance and financial position of each of the Subsidiaries and Associate Companies forms part of the Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025.

Pursuant to the provisions of Section 136 of the Act, the Financial Statements of the Company (including Consolidated Financial Statements) alongwith relevant documents and separate audited accounts in respect of its Subsidiary Companies are available on the website of the Company at www.parsvnath.com. The annual accounts of these Subsidiaries and the related detailed information will also be made available electronically to any shareholder of the Company / its Subsidiary Companies, on request.

Material Subsidiary Companies

As at March 31, 2025, there are 02 subsidiary Companies which are ‘Material Subsidiary Companies, as per the provisions of the SEBI Listing Regulations and in terms of the Companys Policy for determining Material Subsidiaries. The said Policy can be accessed on the Companys website at the link: https://www.parsvnath.com/investors/policy-for-determining-material-subsidiaries/ .

ConsolidatedFinancialStatements

In accordance with the provisions of the Act, implementation requirements of Indian Accounting Standards ("Ind-AS") Rules on accounting and disclosure requirements and the SEBI Listing Regulations, the Audited Consolidated Financial Statements are provided in the Annual Report of the Company for the Financial Year 2024-25.

12. CONTRACTS AND ARRANGEMENTS WITH REL ATED

PARTIES

During the Financial Year under review, all contracts / arrangements / transactions entered by the Company with related parties were in the ordinary course of business and on an arms length basis, with specific approvals obtained, wherever necessary. Also, the Company has obtained prior omnibus approval for related party transactions occurred during the year for transactions which are of repetitive nature and / or entered in the ordinary course of business, at arms length.

Contract / Arrangement with Related Party under Section 188 of the Act

During the year under review, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material under Section 188 of the Act. In view of the above, the requirement of giving particulars of contracts / arrangements made with related parties in Form AOC-2 is not applicable for the year under review.

The related party transactions undertaken during the Financial Year 2024–25 are detailed in the Notes to Accounts of the Financial Statements.

The Policy for determination of materiality of related party transactions and dealing with related party transactions, as approved by the Board, can be accessed on the Companys website at the link : https://www.parsvnath.com/investors/ related-party-transaction-policy/ .

13. LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT

As your Company is engaged in the business of real estate development, included in the term ‘Infrastructural projects/ facilities under Schedule VI to the Act, the provisions of Section 186 of the Act related to loans made, guarantees given or securities provided are not applicable to the Company. However, the details of the same are provided in the Financial Statements.

14. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for the year under review, forming part of the Boards Report, as stipulated under Regulation 34 (2)(e) read with Schedule V to the SEBI Listing Regulations, is presented in a separate Section.

15. CORPORATE GOVERNANCE

The Company is committed to benchmarking itself with best practices of Corporate Governance. It has put in place an effective Corporate Governance system which ensures that provisions of the Act and SEBI Listing Regulations are duly complied with, not only in letter but also in spirit.

The Board has also evolved and adopted a Code of Conduct based on the principles of good Corporate Governance and best management practices. The said Code is available on the website of the Company at https://www.parsvnath.com/ investors/code-of-conduct-for-corporate-governance/ .

The Company is in compliance with the Corporate Governance guidelines as stipulated under SEBI Listing Regulations. A report on the matters mentioned in the said Regulations and the practices followed by the Company are detailed in Corporate Governance Report which forms part of this report. A certificate of a Practising Company Secretary confirming compliance with the conditions of Corporate Governance is attached thereto.

16. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Your Company does not fall under the list of Top 1000 Companies (based on Market Capitalization) as on 31^st March 2025. Therefore, as per Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility and Sustainability Report ("BRSR") is not applicable to the Company.

17. CORPORATE SOCIAL RESPONSIBILITY _"CSR_

A Corporate Social Responsibility (CSR) Committee has been constituted in accordance with Section 135 of the Companies Act. The CSR Policy of the Company, as approved by the Board, is available on the website of the Company and can be accessed through the web link https://www.parsvnath. com/investors/corporate-social-responsibility-policy/

The salient features of the policy are mentioned in the Corporate Governance Report, forming part of Boards Report.

An Annual Report on CSR in compliance with the requirements of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed as Annexure-I to this report, in the prescribed format.

18. RISK MANAGEMENT

Risk management is embedded in Companys operating framework. The Company believes that risk resilience is the key to achieving higher growth. The Company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Companys management systems, organizational structure, processes, standards, code of conduct etc. governs how the Company conducts its business and manages associated risks.

The Company has an adequate risk management framework designed to identify, assess and mitigate risks appropriately. The Risk Management Committee of the

Board of Directors has been entrusted with the responsibility of overseeing various risks and assessing the adequacy of mitigation plans to address such risks. The terms of reference and the composition details of the Risk Management Committee of the Company are provided in the Corporate Governance Report, which forms part of this report.

Your Company has a Risk Management Policy in place to assist the Board in overseeing that all the risks that the Company faces such as strategic, financial, credit, market, liquidity, cyber security, property, human resource, legal, regulatory, reputational and other risks, have been identified and assessed.

19. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

In accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

("POSH") and Rules made thereunder, the Company has adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment of Women at Workplace.

Your Company has complied with the provisions of the aforesaid Act relating to the constitution of Internal Complaints Committee ("ICC"). An ICC is in place to redress complaints received regarding sexual harassment at the workplace. The Company is committed to maintain workplace free from sexual harassment. Any act or behavior of employee at workplace resulting in sexual harassment is a form of misconduct and may lead to serious consequences.

The following is a summary of sexual harassment complaints during the year under review:

Number of complaints filed during	Nil
the financial year 2024-25
Number of complaints disposed of	Not Applicable
during the financial year 2024-25
Number of complaints pending as on	Nil
end of the financial year 2024-25
Number of cases pending for more	Nil
than ninety days

20. COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961

The Company complies with the provisions of the Maternity

Benefit Act, 1961, as amended from time to time. It extends the benefits and protection to all the women employees, if any as per their entitlement in terms of the provisions of the Maternity Benefit Act 1961.

21. PERFORMANCE EVALUATION

Annual performance evaluation of the Board, Committees and individual directors is carried out by the Board of Directors pursuant to the provisions of the Act and SEBI Listing Regulations. The performance is evaluated by the Board after seeking inputs from all the members on the basis of criteria such as the composition and structure, effectiveness of board processes, information and functioning, etc.

The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.

In a separate meeting of Independent Directors held on 29.03.2025, the performance of Non-Independent directors, the Board as a whole and Chairman of the Company was evaluated.

22. APPLICATIONS MADE / PROCEEDINGS PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

Pursuant to the provisions of Section 134 of the Companies Act, 2013 read with Rule 8(5) of the Companies (Accounts) Rules, 2014, the details of applications made during the year and proceedings pending under the Insolvency and Bankruptcy Code, 2016, are annexed herewith as Annexure II.

23. COMPLIANCE WITH THE SECRETARIAL STANDARDS ISSUED BY ICSI

The Company complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

24. PROHIBITION OF INSIDER TRADING

In compliance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("PIT Regulations"), the Board of Directors has adopted "Code of Practices and Procedures for Fair Disclosure of Unpublished

Price Sensitive Information" and "Code of Conduct to regulate, monitor and report trading by Designated Persons and their immediate relatives" which are available on the website of the Company i.e. www.parsvnath.com.

25. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, state that:

a) in the preparation of the annual accounts for the Financial Year ended March 31, 2025, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b) the Directors have selected such accounting policies and applied them consistently and made judgements 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 the loss of the Company for the Financial Year ended on that date;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a ‘going concern basis;

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews of the management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during the Financial Year 2024-25.

Pursuant to Section 134(3)(ca) of the Act, no fraud has been reported by the Auditors of the Company.

26. DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, the second term of 5 consecutive years (in terms of the provisions of the Companies Act, 2013) of Mr. Ashok Kumar and Ms. Deepa Gupta, Non-Executive - Independent Directors of the Company expired on September 22, 2024 and March 29, 2025 respectively. Mr. Ramesh Chand Gupta was appointed as Non-Executive - Independent Director of the Company with effect from March 29, 2025.

Mr. Mandan Mishra who was working and Company Secretary and Compliance Officer of the Company resigned from the said positions with effect from July 17, 2025. The Company is searching for the potential candidate for the said role.

Declarations by the Independent Directors

The Independent Directors have submitted necessary declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules made thereunder and Regulation 16(1) (b) of the SEBI Listing Regulations and confirmation under Regulation 25(8) of the SEBI Listing Regulations 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 judgment and without any external influence. Based on the declarations received from the Independent Directors, the Board of Directors has confirmed that they meet the criteria of independence and that they are independent of the management.

Necessary disclosures regarding Committee positions in other public companies have been made by the Directors and have been reported in the Corporate Governance

Report, forming part of this Report.

During the year under review, the Non-Executive Independent Directors of the Company had no pecuniary relationship or transactions with the Company, apart from receiving sitting fees.

None of the Directors of the Company is debarred from holding the office of Director by virtue of any SEBI order or any other authority

The Board acknowledges the contribution made by the Independent Directors of the Company, with their integrity, expertise and diverse experience, in the growth and development of the Company. In the opinion of the Board, all the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute and they fulfill the conditions specified in the Act as well as the Rules made thereunder and SEBI Listing Regulations.

All the Independent Directors of the Company have got their names included in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs ("IICA"), in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to time.

Appointment and Re-appointment of Directors

During the year under review, Mr. Ramesh Chand Gupta was appointed as Non-Executive - Independent Director of the Company with effect from March 29, 2025.

In accordance with the provisions of Section 152 of the Act read with the Articles of Association of the Company, Dr. Rajeev Jain (DIN: 00433463), will retire by rotation at the ensuing Annual General Meeting and being eligible, has offered himself for re-appointment.

Key Managerial Personnel

In accordance with the provisions of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Key Managerial Personnel of the Company are:

? Mr. Pradeep Kumar Jain, Chairman;

? Mr. Sanjeev Kumar Jain, Managing Director and Chief Executive Officer;

? Dr. Rajeev Jain, Director (Marketing); and

? Mr. M.C. Jain, Sr. Vice President (Corporate) & Group Chief Financial Officer

Mr. Mandan Mishra who was working and Company Secretary and Compliance Officer of the Company resigned from the said positions with effect from July 17, 2025.

27. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND CRITERIA FOR APPOINTMENT OF DIRECTORS

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a Policy for appointment and remuneration of Directors, Key Managerial Personnel and Senior Management.

The Nomination and Remuneration Policy, as approved by the Board of Directors, is available on the website of the Company and can be accessed through the web link: https://www.parsvnath.com/investors/nomination-and-remuneration-policy/ .

The salient features of the policy are mentioned in the Corporate Governance Report, which forms part of this Report.

28. NUMBER OF MEETINGS OF THE BOARD

Six (6) meetings of the Board of Directors were held during the year under review. For details of the meetings of the Board, including attendance of the Directors thereat, please refer to the Corporate Governance Report, which forms part of this Report.

29. BOARD COMMITTEES

Pursuant to the various applicable provisions of the Act read with SEBI Listing Regulations, the Board of Directors of the Company functions through / delegates authority to the following Committees: a) Audit Committee b) Nomination and Remuneration Committee c) Risk Management Committee d) Corporate Social Responsibility Committee e) Stakeholders Relationship Committee f) Management Committee

A detailed note on the various Committees of the Board of Directors including their composition, terms of reference and Meeting details etc. is given in the Corporate Governance Report, which forms part of this Report.

30. AUDIT COMMITTEE RECOMMENDATIONS

During the year under review, the suggestions put forth by the Audit Committee were duly considered and accepted by the Board of Directors. There were no instances of non-acceptance of such recommendations.

31. INTERNAL FINANCIAL CONTROLS AND INTERNAL AUDIT

The Company has in place adequate internal financial controls with reference to the Financial Statements. The Audit Committee periodically reviews the internal control systems with the management, Internal Auditors and Statutory Auditors and the adequacy of internal audit function, significant internal audit findings and follow-ups thereon. The Companys internal control system is commensurate with the nature, size and complexities of operations of the Company.

32. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has in place a Vigil Mechanism, which also incorporates a Whistle Blower Policy for Directors and Employees to report genuine concerns in the prescribed manner, in line with Section 177(9) of the Act and Regulation 22 of the SEBI Listing Regulations. The Vigil Mechanism is overseen by the Audit Committee and it provides adequate safeguards against victimization of Employees and Directors. Whistle Blower Policy is a mechanism to address any complaint(s) related to fraudulent transactions or reporting intentional non-compliance with the Companys policies and procedures and any other questionable accounting/ operational process followed. It provides a mechanism for Employees to approach the Chairman of the Audit

Committee or the Company Secretary designated as ‘Whistle and Ethics Officer. During the year, no such incidents were reported and no personnel were denied access to the Chairman of the Audit Committee.

The Vigil Mechanism/ Whistle Blower Policy of the Company may be accessed on the Companys website at the link: https://www.parsvnath.com/investors/vigil-mechanism-whistle-blower-policy/ ,

33. AUDITORS

(a) Statutory Auditors and Independent Auditors Report

M/s T R Chadha & Co. LLP, Chartered Accountants (Firm Registration No. 006711N/ N500028) was appointed as Statutory Auditors of the Company for a term of five consecutive years from the conclusion of the 30^th AGM till the conclusion of 35^th AGM of the Company.

Independent Auditors Report

• M/s T R Chadha & Co. LLP, Statutory Auditors has not reported any instances of frauds in their Report under Section 143(12) of the Act, on the Financial Statements of the Company for the Financial Year ended March 31, 2025.

• M/s T R Chadha & Co. LLP, Statutory Auditors in their Report on the Financial Statements of the Company for the Financial Year ended March 31, 2025 have drawn attention to some of the matters in the notes to the Ind-AS Financial Statements, in respect of which their opinion was modified.

• Pursuant to the Regulation 33(3) of the SEBI Listing Regulations a statement on Impact of Audit Qualifications is annexed as Annexure – III and the response of the Directors in respect thereof is given below:

S. No. Qualified Observation of Statutory Auditor Report	Management/Directors Response
a. Delhi Metro Rail Corporation (DMRC) had terminated the contract of BOT project due to delays in payments as per concession agreement by the Company. The Company had sent a notice invoking arbitration and accordingly DMRC called upon the Company to nominate an Arbitrator from the panel maintained by it and the Arbitrator has been nominated by the Company. The Arbitrator Tribunal is formed and the company has filed the claims of Rs. 31444.00 lakhs for project and interest expenses before the Arbitration Tribunal and DMRC has also preferred Counter Claims to the tune of INR 8295.00 lakhs on account of the contractual dues as per the 2nd Supplementary Agreement and interest thereon along with GST on interest. Next date of hearing is fixed on 29.10.2025. Based on the legal opinion obtained, the management is of the opinion that company has a favourable case against DMRC due to various defaults on the part of DMRC and therefore Intangible assets under development of Rs. 8097.89 Lakhs and unamortised upfront fee Rs. 664.88 Lakhs is recoverable and hence no impairment is required against the ‘Intangible Assets under development" and unamortised upfront fee related with this project.	In the opinion of management, the Auditors observation on BOT Project is a matter of legal litigations and Company has a favorable case through the total claim amount shall be significantly higher and minimum recoverable amount form DMRC shall be more than the book value. Hence, No impairment is required against the Intangible Assets under development and no adverse impact is anticipated on future operations of the Company.
Considering the fact that DMRC had terminated the contract, Arbitration Tribunal has been formed, the company has filed the claims of Rs. 31444.00 lakhs for project and interest expenses before the Arbitration Tribunal and
DMRC has also preferred Counter Claims to the tune of INR 8295.00 lakhs on account of the contractual dues as per the 2nd Supplementary Agreement and interest thereon along with GST on interest, there are various uncertainty involved in the outcome of the matter and recoverability of the amount lying as ‘Intangible Assets under development and unamortised upfront fee related with this project in the books of the company. Due to above uncertainties, we are unable to comment on the impairment required in the value of Intangible assets under development of Rs. 8097.89 Lakhs and unamortised upfront fee of Rs. 664.88 Lakhs as reflected in the
Standalone financial results

 

S. No. Qualified Observation of Statutory Auditor Report	Management/Directors Response
b. In case of another concession agreement with DMRC for development of the land, the company had raised dispute and approached DMRC to waive the recurring payment liability for the disputed period. The Company invoked "Arbitration Clause" under the concession agreement for settlement of the matter. The Arbitral Tribunal had announced its award in favour of DMRC and directed the company to make payment of recurring fee amounting to Rs. 861 lakhs alongwith interest of Rs. 656 lakhs upto 27 January, 2017.	The management is of the opinion that based on the legal opinion, the company has a favorable case and therefore the amount has been considered as fully recoverable and that no liability shall be payable as per the Order given by the Tribunal/Court.
The Arbitral Tribunal has also granted pendent-lite and future interest at the rate of 8.30% p.a. till 30 days from the date of award i.e. 22 March, 2021 and at 10.30% p.a. thereafter. No provision has been made for the same by the company as the Company has filed an appeal in the Delhi High Court against this award. Further, DMRC has filed a Petition before High Court under
Section 36 of the Arbitration and Conciliation Act, seeking enforcement of the Award. On 04.03.2022, the High Court directed the Company to deposit the awarded amount. The Company has challenged the impugned order passed by the High Court before the Supreme Court. The Supreme Court has dismissed the SLP. The Objections are pending consideration before the High Court of Delhi wherein Company has raised issues with respect to independency of the Arbitral Tribunal. Delhi High Court has order the PDL to comply the order of Honble Supreme court regarding deposition of award amount with cost which is yet to be deposited. On 20.09.2024, Company gave a proposal that amounts required to be deposited in present case be adjusted from the amount required to be deposited by DMRC in arbitration award under section 34 issued in favour of subsidiary company (Khyber pass section 34). Further Company was restrained from alienating its assets. DMRC vide its application filed in Khyber Pass Section 34 accepted the proposal and accordingly. Company has filed an Application seeking vacation of stay order. Vide Order dated 11.12.2024, DMRC sought time to file reply to the
Application. On 29.07.2025 parties suggested that the Objections of Khyber
Pass may be heard and decided, which would ultimately resolve all the issues including release of amount and bank guarantee etc. The matter is now listed on 12.09.2025 for arguments. On the basis of legal advice received, the management is of the opinion that the company has a favourable case and has considered Intangible assets under development of Rs. 4000.55 lakhs as on 31st March 2025 as fully recoverable as well as considered that no liability shall be payable as per the Order given by the Tribunal/Court.
Considering that Arbitral Tribunal has announced its award in favour of DMRC and directed the company to make payment of recurring fee along with interest and matter is pending with Honble Delhi High Court, we are unable to comment on the impairment required in the intangible Assets under development recognised against this project and the liability required to be recognised toward unpaid recurring fee and interest thereon and other resultant impact on these standalone financial results

 

S. No. Qualified Observation of Statutory Auditor Report	Management/Directors Response
c. In case of another BOT project, construction activities were suspended as per the instructions of the DMRC. The Company had invoked the Arbitration clause under the concession agreement and the Order has been pronounced on October 08, 2023. As per the said Arbitration Award, the Ld. Arbitrator has partly allowed the Claims sought by the Company and as such the time period of lease between 21.01.2011 till 07.02.2019 has been declared zero period and the company is required to make the rental payment alongwith interest from February 8, 2019 onwards as per the concession agreement. DMRC has filed an application under section 33 of the Arbitration and Conciliation Act, 1996 (as amended) seeking correction / interpretation of the Award dated 08.10.2023 which has been confirmed by the Arbitrator. DMRC has filed a	The management is of the opinion that based on the legal opinion, the company has a favorable case and therefore the amount has been considered as fully recoverable and that no liability shall be payable as per the Order given by the Tribunal/Court.
Petition under section 34 of the Arbitration and Conciliation Act, 1996 for setting aside the Arbitral Award dated 08.10.2023 corrected on 23.03.2024 passed by the Arbitral Tribunal. The petition is now listed for hearing on 09.09.2025. Meanwhile, DMRC vide letter dated 30.09.2024 issued a cure- cum-termination notice to deposit the outstanding dues alongwith interest and also calling upon us to submit escalated security deposit of Rs. 408.96 lakhs
The Company has filed a petition under section 9 of the Arbitration & Conciliation Act, 1996 before the Delhi High Court seeking interim reliefs which has been dismissed by High court as withdrawn.
. The Company has approached DMRC vide letter dated 03.07.2025 for levying the recurring dues from 08.10.2023 i.e date of award and for extension for further 30 years from the year 2023. Management is of the view that project will be restated and the intangible assets under development of Rs. 14196.48 lakhs and unamortised upfront fee of Rs. 967.95 Lakhs is recoverable. Considering the fact that DMRC had issued cure cum termination notice for deposition of outstanding dues & petition has been withdrawn by the company and now matter is under discussion with DMRC for settling the dues, there are various uncertainty involved in the outcome of the matter and recoverability of the amount Rs. 14196.48 lakhs and unamortised upfront fee of Rs. 967.95 Lakhs lying as ‘Intangible Assets under development related with this project in the books of the company.
Due to above uncertainties, we are unable to comment the amount of impairment required against the same and the resultant impact of the same on the standalone financial results

 

S. No. Qualified Observation of Statutory Auditor Report	Management/Directors Response
d. The Company had entered into an ‘Assignment of Development Rights Agreement dated 28 December, 2010 with a wholly owned subsidiary company (WOS) and Collaborators (land owners) in terms of which the Company had assigned Development Rights of one of its project to WOS	Based on the legal opinion, the management is confident, that the termination of the agreement will be set aside.
on terms and conditions contained therein. The project has been delayed and disputes arose with the collaborators (land owners) who sought cancellation of the Development Agreement and other related agreements and have taken legal steps in this regard. The Ld. Sole Arbitrator pronounced the Arbitral Award and restored the physical possession of the Project Land in favour of the land owners, subject to payment of Rs. 1,570.91 lakhs along with interest as awarded under the Arbitral Award to WOS. The WOS has filed an appeal before the Commercial Court challenging the Arbitration Award on 19th August, 2023 under Section 34 of the Act. The Ld. Commercial Court vide its order dated 8 July, 2024 allowed the objections filed by the WOS thereby setting aside the Impugned Award dated 18 April, 2023. Collaborator (land owners) has filed petition u/s 37 of the Act before	Hence, no impairment is required in the value of loan to WOS and that the investments in WOS is considered as good and recoverable.
Allahabad High Court challenging the order dated 08.07.204 passed by the commercial court. The matter last heard on 09.01.2025. The Bench, after recording the submission of parties, observed that the matter requires consideration and accordingly issued Notice and directed that during pendency of the Appeal, status quo pertaining to the land in question shall be maintained by the parties and none of the parties would deal with the property in question. The Appeal will be listed in due course and next date of hearing is yet to be fixed. On the basis of legal opinion and considering the favourable judgement from the commercial court, the management is of the view that there is no impairment is required in the value of loan of Rs.5180.25 lakhs given to WOS and investment of Rs. 21076.47 lakhs in WOS are considered as good and recoverable.
Considering various uncertainties, we are unable to comment on the adjustment required in the value of Loan of Rs. 5180.25 lakhs and
Investment of Rs. 21076.47 lakhs in WOS e. A subsidiary of the company, Parsvnath HB Projects Private Limited (PHBPPL) was allotted a land by Punjab Small Industrial & Exports Corporation Limited (PSIEC). On account of non-payment of instalments due, PSIEC cancelled the allotment of land. PHBPPL filed an arbitration petition against the same and as in their view, there were certain lapses on the part of PSIEC.	In the opinion of management, the said matter is subject to legal litigations and pending for the arbitration proceedings ,based on legal opinion the management is on the opinion that
The first sitting of the Arbitral Tribunal held on 1st June, 2022 wherein he has advised the parties for an amicable resolution of dispute and directed the Claimant to give a proposal for payment of outstanding dues of PSIEC.	no impairment is required in the value of loan and investment in PHBPPL and is considered as good and recoverable
During the year ended 31.03.2025 and subsequently, the company has submitted proposals to PSIEC which were rejected by PSIEC. The matter was listed on 20.08.2025 wherein PSIEC sought time to seek instructions which was allowed by the Tribunal. The next date of hearing is fixed on 10.09.2025. Pending the arbitration proceedings, the management is on the opinion that no impairment is required in the value of loan of Rs. 6636.45 lakhs given to PHBPPL and investment of Rs. 2.50 lakhs in PHBPPL and is considered as good and recoverable.
Considering that the allotment of land has been cancelled by PSIEC, there is no subsisting right in favour of PHBPPL as well as proposal submitted by the company has been rejected, given that the outcome of the proceedings cannot be determined at this stage, we are unable to comment on the adjustment required in the value of loan of Rs. 6636.45 lakhs given to PHBPPL and investment of Rs. 2.50 lakhs in PHBPPL

 

S. No. Qualified Observation of Statutory Auditor Report	Management/Directors Response
f. The Real Estate Regulatory Authority (RERA) has issued multiple recovery certificates in response to complaints filed by various customers of the Company which are yet to be compiled by the Company. The company has not made specific provision for compensation payable to these customers, as it believes that compensation will not be required following mutual settlements with the customers.	The appropriate provisions have been made by the Company and regular payments being made to the customers. The Company has been regularly taking up all such matters from the customers / RERA.
Pending the compilation of recovery certificates by the Company and determination of additional provision may be required against the same, we are unable to assess the potential impact of these matters on the
Standalone Financial Statements at this time
g. There are long-outstanding advances to vendors and trade receivables aggregating Rs. 9,196.53 lakhs that are pending confirmation and reconciliation. Management has not recognised any loss allowance/provision against these balances on the assertion that they are recoverable/adjustable.	The Management of Company is confident to recover the balances related to such advance to vendors/ trade receivables. Management is taking appropriate action in this regard.
Owing to the absence of external confirmations/reconciliations and the limited alternative procedures available to us, we were unable to obtain sufficient appropriate audit evidence regarding the existence, accuracy, rights and recoverability of these balances. Accordingly, we are unable to determine whether any adjustments are required to the carrying amounts of these balances and the consequential impact, if any, on the accompanying
Standalone financial Results, including the Statement of Profit and Loss (and
Other Comprehensive Income), the Statement of Changes in Equity and the related disclosures
h. Control with respect to evaluation of uncertainty for realizing the carrying value of its investment, receivable and Intangible Assets under	The Company has in place appropriate control and e_ective process with respect to the evaluation of uncertainty, testing IT controls in general and reviewing significant accounting transactions.
Development, liability to be recognized in respect of compensation against Customer complaints & related to matters.
The Company does not have an effective process to evaluate and test the IT general controls, which may affect the completeness, accuracy and reliability of the reports generated from IT System.
	The Company is in the process of further strengthening and upgrading the ongoing process.
The Company does not have effective process to document the review of significant accounting transactions in the books of account which could potentially result in incorrect accounting.

(b) Secretarial Auditor and Secretarial Audit Report

The Secretarial Audit Report of VKC & Associates, Practicing Company Secretaries by Mr. Ashok Tyagi, Senior Partner, for the Financial Year ended March

31, 2025 is annexed herewith as Annexure IV to this Report. The Secretarial Auditor in his report has made some observations and the response of the Directors in respect thereof is given below:

S. No. Qualified Observation of Secretarial Auditor Report	Management/Directors Response
1. The Company has delayed the submission of its Annual Audited Financial Statements for the year and quarter ended March 31, 2024, by 21 days. As a result, both the Stock Exchanges, i.e., NSE and BSE, have imposed fines for the contravention of Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which have also been paid by the Company.	Due to sudden technical glitch in the software system and some unavoidable circumstances, consideration and approval of the Financials Statements was delayed. The Company has paid _ne as imposed by BSE and NSE
2. The Company has not incorporated a Quick Response code in newspaper advertisement for the quarter ended December 31, 2024.	Owing to some technical difficulty in newly introduced concept effective from 13.12.2024, it could not be adopted for the financial result 31.12.2024. Same will be taken care of for future compliances
3. Non-compliance with respect to re-constitution of	The tenure of Mr. Ashok Kumar (serving the Nomination And
Nomination And Remuneration Committee.	Remuneration Committee as Chairperson), on the Board of the Company was completed on September 22, 2024. Consequently, he ceased to be member of the Committee.
	Subsequently, the composition of the Nomination And
	Remuneration Committee was reconstituted in the immediate next meeting of the Board of Directors held on November 14, 2024.
	The Company has paid the _ne as imposed by BSE and NSE.
4. The Company has not filed DPT-3 for the financial year ended 31.03.2024	It is under process to file the Form.

It is proposed to appoint M/s VKC & Associates, Company Secretaries, a peer reviewed practicing firm (Mr. Ashok Tyagi associated as senior partner in M/s VKC & Associates) (Firm Registration Number: P2018DE077000) as Secretarial Auditors of the Company, for a term of five (5) consecutive years, to conduct the Secretarial Audit From the Financial Year 2025-26 to Financial Year 2029-30 pursuant to the provisions of Regulation 24A of SEBI Listing Regulations and Section 204 of the Companies Act, 2013 read with rules made thereunder, subject to the approval of shareholder of the Company at the ensuing AGM.

Written consent of the Secretarial Auditors along with confirmation to the effect that they are eligible and not disqualified to be appointed as the Secretarial Auditors of the Company, has been obtained.

Pursuant to the provisions of Regulation 24A of the SEBI Listing Regulations, the Secretarial Audit Reports of Parsvnath Estate Developers Private Limited and Parsvnath Landmark Developers Private Limited, Material Subsidiary Companies, issued by M/s Rimpi Jain & Associates, Company Secretaries, for the Financial Year ended March 31, 2025 are annexed herewith as Annexure V to VI to this Report respectively.

(c) Internal Auditors

M/s Nitin Agrawal & Associates, Chartered Accountants (Firm Registration No. 015541C), continues as Internal Auditors of the Company. Pursuant to the provisions of Section 138 of the Act, the Board of Directors of the Company has approved the appointment of M/s Nitin Agrawal & Associates as Internal Auditors, based on the recommendation of the Audit Committee, till March 31, 2026.

(d) Cost Auditors

The Company is required to maintain the cost records, as per Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 and accordingly, such accounts and records are made and maintained.

During the year under review, the Board of Directors at its Meeting held on August 12, 2024 had re-appointed M/s Chandra Wadhwa & Company, Cost Accountants (Firm Registration No. 000239) as Cost Auditors of the Company for conducting the audit of cost records of the Company for the Financial Year 2024-25.

Further, the Board of Directors in its Meeting held on September 02, 2025 has also approved the appointment of M/s Chandra Wadhwa & Company, as Cost Auditors of the Company for conducting the audit of cost records of the Company for the Financial Year 2025-26.

The remuneration payable to Cost Auditors is required to be approved by the Members in a General Meeting for their rati_cation. Accordingly, a resolution seeking Members rati_cation for the remuneration payable to M/s Chandra Wadhwa & Company for conducting the audit of cost records of the Company, for the Financial Year 2025-26, as approved by the Board in its Meeting held on September 02, 2025 based on the recommendation of Audit Committee, is included in the notice convening the ensuing 34th Annual General Meeting.

34. DISCLOSURES

A. Conservation of energy, technology absorption,

foreign exchange earnings and outgo

The disclosure of particulars relating to conservation of energy, technology absorption, and foreign exchange earnings and outgo, as prescribed under Section 134(3) (m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is annexed herewith as

Annexure VII to this Report.

B. Particulars of Employees

The particulars of Employees under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed herewith as Annexure VIII to this Report.

Since none of the employees of the Company is drawing a remuneration of more than Rs.102 Lakhs per annum, if employed throughout the Financial

Year and Rs.8.5 Lakhs per month, if employed for part of the Financial Year, the provisions of Section 197(12) of the Act read with Rule 5 (2) and (3) of the

Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, relating thereto are not applicable.

However, a list of top ten employees of the Company (based on remuneration drawn during Financial Year 2024-25) is annexed herewith as Annexure IX.

35. GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

a. Details relating to deposits covered under Chapter V of the Act.

b. Issue of equity shares with differential rights as to dividend, voting or otherwise.

c. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

d. Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of the subsidiary companies of the Company.

e. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and the Companys operations in future.

ACKNOWLEDGEMENT

Your Directors wish to place on record their sincere gratitude to the shareholders, customers, bankers, financial institutions, investors, vendors and all other business associates for the continuous support provided by them to the Company and for the confidence reposed in the management of the Company.

The Directors also wish to acknowledge the contribution made by employees at all levels for steering the growth of the organization. Your Directors also thank the Government of India, the State Governments and other Government Agencies for their assistance and co-operation and look forward to their continued support in future.

On behalf of the Board of Directors

	Sd/-
	Pradeep Kumar Jain
Place: Delhi	Chairman
Date: September 02, 2025	DIN 00333486