Prestige Estates Projects Ltd Directors Report

BOARDS REPORT

To the Members,

The Directors present the Boards Report on business operations and affairs of Prestige Estates Projects Limited (the "Company" or "PEPL") along with the audited Standalone and Consolidated financial statements for the Financial Year ended March 31,2024.

PERFORMANCE OF YOUR COMPANY 1. FINANCIAL HIGHLIGHTS:

				(Rs. in Mn)
Particulars	Standalone Results		Consolidated Results
	FY 24	FY 23	FY 24	FY 23
Income
Revenue from Operations	26,512	43,297	78,771	83,150
Other Income	2,547	1,070	15,482	4,570
Total Income	29,059	44,367	94,253	87,720
Expenses
(Increase) / decrease in inventory	(5,059)	819	(57,360)	(22,312)
Contractor cost	8,754	8,921	32,283	25,924
Purchase of project material	2,208	1,816	7,015	6,553
Land cost	3,741	14,131	44,985	30,594
Employee benefits expense	3,489	2,818	7,467	6,034
Finance costs	4,513	3,313	12,191	8,066
Depreciation and amortisation expense	4,001	3,317	7,165	6,471
Other expenses	5,180	5,286	19,397	15,494
Total Expenses	26,827	40,421	73,143	76,824
Profit before exceptional items and tax	2,232	3,946	21,110	10,896
Exceptional items	-	204	-	3,079
Share of profit / (loss) from associates/jointly controlled entities (Net of tax)	-	-	113	168
Profit before tax	2,232	4,150	21,223	14,143
Tax expense	(226)	741	4,936	3,475
Net Profit for the year	2,458	3,409	16,287	10,668
Other Comprehensive Income (net of tax)	(3)	(8)	(5)	(9)
Total Comprehensive Income	2,455	3,401	16,282	10,659
Total comprehensive income for the year attributable to:
Owners of the Company	-	-	13,736	9,409
Non-controlling interests	-	-	2,546	1,250

There have been no material changes or commitments affecting the financial position of the Company which have nnniirred hetween Marsh 31 2024 and the Hate nf this rennrt

2, BUSINESS:

Business Overview

Prestige Estates Projects Limited, is a Public Limited Company with its Eguity Shares listed on the BSE Limited and National Stock Exchange of India Limited. The Authorised Share Capital of the Company is Rs. 4,500,000,000/- divided into 450,000,000 Equity

Shares of Rs. 10/- each and the Issued, Subscribed and Paid-Up Share Capital of the Company is Rs. 4,008,616,540/-divided into 400,861,654 Equity Shares of Rs. 10/- each.

The Company operates in the real estate industry in general in the following verticals.

• Residential

• Commercial

• Retail

• Hospitality

• Services

FINANCIAL HIGHLIGHTS (FY 24, CONSOLIDATED)

During the FY 24, the Company has reported Income from operations of Rs. 94,253 Mn, EBIDTA of Rs. 40,466 Mn and PAT of Rs. 16,287 Mn, EBIDTA margin stood at 42.93 % and PAT margin stood at 17.28%. During the corresponding FY 23, the Company has reported Income from operations of Rs. 87,720 Mn, EBIDTA of Rs. 25,433 Mn and PAT of Rs. 10,668 Mn, EBIDTA margin stood at 28.99% and PAT margin stood at 12.16%.

FY 24 : OPERATIONAL HIGHLIGHTS

During the FY 24, the Company has sold 20.25 Mn of residential and commercial space which translates to sales of Rs. 210,403 Mn. During the corresponding FY 23, the Company has sold 15.09 Mn sq ft of residential and commercial space which translates to sales of Rs. 129,309 Mn.

COLLECTIONS

Total collections for the year ended March 31, 2024 aggregated to Rs. 119,544 Mn (Prestige share of collections for the year aggregated to Rs. 110,694 Mn). Total collections for the year ended March 31, 2023 aggregated to Rs. 98,055 Mn. (Prestige share of collections for the year aggregated to Rs. 87,252 Mn).

LAUNCHES

During the period under review, Company has maintained high demand from the customers for its projects. During the year Company has launched 40.19 Mn. Sq. ft.

COMPLETIONS

19 projects with built up area of 25.55 Mn. sq. ft. across segments & geographies were completed during the year.

3. TRANSFER TO GENERAL RESERVES:

During the year the Company has transferred Rs. 625 Mn to General Reserve.

4. DIVIDEND:

The Board of Directors of the Company have recommended a dividend of Rs. 1.8/- (18%) per Equity Share of Rs. 10/- each which is subject to approval of shareholders in the ensuing Annual General Meeting of the Company.

5. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no material change in the nature of Business carried out by the Company during the period under review.

6. SHARE CAPITAL:

As informed above, the authorised share capital of the Company is Rs. 4,500,000,000/- divided into 450,000,000 Equity Shares of Rs. 10/- each and the Issued, Subscribed and Paid-Up Share Capital of the Company is Rs. 4,008,616,540/- divided into 400,861,654 Equity Shares of Rs. 10/- each as on March 31,2024.

7. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the year under review, following are the changes in directors and Key Managerial Personnel.

SL. NO. NAME	DATE OF CHANGES	APPOINTMENT/ CESSATION/ CHANGE IN DESIGNATION
1 Biji George Koshy	20/07/2023	Cessation
2 S N Nagendra	08/08/2023	Appointment
3 Ravindra Munishwar Mehta	21/09/2023	Appointment
4 Noor Ahmed Jaffer	09/10/2023	Cessation

After the end of financial year, Mr. Venkat K Narayana has resigned as Chief Executive Officer of the Company with effect from May 10, 2024.

The composition of the Board is elaborated in the Corporate Governance Report.

8. CHANGES IN SUBSIDIARIES AND ASSOCIATES:

As described elsewhere in the report, the Company operates in the following verticals and the changes are mentioned herewith:

? Residential Vertical- The Company continues to be the apex entity for Residential Vertical and shall continue to hold residential assets and all future residential developments would continue to be undertaken by the Company.

? Commercial Vertical- Prestige Exora Business Parks Limited, wholly owned subsidiary of the Company continues to be the apex entity for the

Commercial Vertical.

? Retail Vertical- Prestige Retail Ventures Limited, wholly owned subsidiary of the Company continues to be the apex entity for the Retail Vertical.

? Hospitality Vertical- Prestige Hospitality Ventures Limited, wholly owned subsidiary of the Company continues to be the apex entity for the Hospitality Vertical.

? Services Vertical- The Company through this verticals provides Fit out services, Interior Designs and Execution, Facilities & Property Management and Project & Construction Management for all its projects.

Acquisitions during the fiscal year:

M/s. Sarveshvari Constructions (now renamed as "M/s. Prestige Vaishnaoi Realty Ventures"!

The Company has invested in M/s. Sarveshvari Constructions (now renamed as "M/s. Prestige Vaishnaoi Realty Ventures") by way of capital account contribution and has been admitted as partner of the Firm on April 03, 2023 with 50% ownership and economic rights.

Dashanva Tech Parkz Private Limited The Company through its wholly owned subsidiary Prestige Exora Business Parks Limited has acquired 50% equity stake in Dashanya Tech Parkz Private Limited on April 18, 2023.

Techzone Technologies Private Limited The Company through its wholly owned subsidiary Prestige Exora Business Parks Limited has subscribed to 1,435,000 equity shares in Techzone Technologies Private Limited to hold 48.07% equity stake on May 25, 2023.

Turf Estate Joint Venture LLP

The Company through its wholly owned subsidiary Prestige Falcon Realty Ventures Private Limited has acquired additional 50% partnership interest in Turf Estate Joint Venture LLP. Pursuant to this acquisition the Company now holds 100% partnership interest in Turf Estate Joint Venture LLP with effect from August 29, 2023.

Further Turf Estate Joint Venture LLP has 99.99% partnership interest in Evergreen Industrial Estate making it a subsidiary of the Company.

Prestige (BKCt Realtors Private Limited

The Company through its wholly owned subsidiary Prestige Falcon Realty Ventures Private Limited has acquired additional 50% stake on a fully diluted basis in Prestige (BKC) Realtors Private Limited. Pursuant to this acquisition, the Company now holds 100% stake in Prestige (BKC) Realtors Private Limited with effect from September 15, 2023.

Prestige Realty Ventures

The Company has acquired additional 50% partnership interest in Prestige Realty Ventures, with this acquisition, the Company now holds 99.90% partnership interest in Prestige Realty Ventures with effect from March 29, 2024.

9. SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS/ COURTS:

There were no material orders passed during the year under review.

10. CONSOLIDATED FINANCIAL STATEMENTS:

The Company as on March 31, 2024 has Thirty One (31) Subsidiaries and Six (6) Joint Ventures Companies within the meaning of Section 2(87) and Section 2(6) of the Companies Act, 2013 (hereinafter referred to as the Act in this Report). There has been no material change in the nature of business of the Subsidiaries/ Joint Ventures.

The Consolidated Financial Statements of the Company, its Subsidiaries and Joint Ventures Companies are prepared in accordance with the provisions of Section 129 of the Companies Act, 2013, read with Companies (Accounts) Rules, 2014 and the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Consolidated Financial Statements presented by the Company include the financial results of its Subsidiaries /Joint Ventures. Pursuant to Section 129(3) of the Act, a separate statement containing the salient features of the financial performance of Subsidiaries / Joint Ventures of the Company in the prescribed Form AOC- 1 is provided in Annexure I to the Report.

Pursuant to provisions of Section 136 of the Act, the Financial Statements of the Company Consolidated Financial Statements along with relevant documents and separate Audited Accounts in respect of Subsidiaries are available on the website of the Company.

11. BOARD OF DIRECTORS AND ITS COMMITTEES:

Composition of the Board of Directors

As on March 31, 2024, the Board of Directors of the Company comprises of Nine (9) Directors of which Four (4) are Executive Promoter Directors and remaining Five (5) are Non -Executive Independent Directors. None of the Directors of the Company are disqualified under Section 164(2) of the Companies Act, 2013.

Board Meetings

The Board met Five (5) times during the year under review and the intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The dates of the meetings are as below:

SI. No.	Date of the Meeting
1.	May 30, 2023
2.	August 08, 2023
3.	September 21,2023
4.	November 07, 2023
5.	February 13, 2024

Independent Directors Meeting

As per the requirements of Schedule IV of the Companies Act, 2013 and Regulation 25(3) of SEBI (LODR) Regulations, a separate meeting of the Independent Directors of the Company was held on March 29, 2024 without the presence of the Chairman & Managing Director or Executive Directors or other Non- Independent Directors or the Chief Executive Officer or Chief Financial Officer or any other Management Personnel.

Committees of the Board

The composition of various Committees of the Board and their meetings held during the year including the terms of reference are detailed in the Corporate Governance Report forming part of the Annual Report.

Re-appointment of a Director retiring by rotation

In terms of Section 152 of the Companies Act, 2013, Mr. Noaman Razack, Director, (DIN: 00189329) is liable to retire by rotation at the ensuing Annual General Meeting; and being eligible, offers himself for re-appointment. The Board of Directors, based on the recommendation of Nomination & Remuneration Committee have recommended the re-appointment of Mr. Noaman Razack, Director, who is liable to retire by rotation.

Declaration by Independent Directors

The Independent Directors of the Company have provided the declaration of Independence as required under Section 149(7) of the Companies Act, 2013, confirming that they meet the criteria of Independence under Section 149(6) of the Companies Act, 2013 read with the Regulation 25(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Annual Performance evaluation of the Board

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee and the Board have laid down the manner in which formal annual evaluation of the Board, its Committees, and Individual Directors has to be made.

The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and Non-independent Directors was carried out by the ndependent Directors in the following manner:

a. Evaluation of performance of Non-independent Directors and the Board of Directors of the Company as a whole;

b. Evaluation of performance of the Chairman of the

Company, taking into account, views of Executive and Non-Executive Directors;

c. Evaluation of quality, content and timeliness of flow of information between the Management and the Board that is necessary for the Board to effectively and reasonably perform its duties.

Directors Responsibility Statement

As required by Section 134(5) of the Companies Act, 2013, your Board of Directors hereby confirm that:

a. in the preparation of the Annual Financial Statements for the year ended March 31, 2024, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

b. the Directors 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 at the end of the Financial Year 2023-24 and of the profit of the Company for that period;

c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the Annual Financial Statements have been prepared on a Going Concern basis;

e. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively; and

f. the Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively.

Management Discussion and Analysis Report

In terms of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report forms part of this Annual Report.

Business Responsibility and Sustainability Report

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandates the inclusion of Business Responsibility and Sustainability Report ("BRSR") as the part of Annual Report for top one thousand listed companies based on the market capitalisation as on March 31, every year. The Report has been mandated by SEBI for providing initiatives taken by the Companies from Environmental, Social and Government perspective. In Compliance with the regulation, the Company has provided the BRSR for the year 2023-24 as part of this Annual Report. The policies are available at the website of the Company www.prestigeconstructions.com

12. AUDIT RELATED MATTERS:

Audit Committee

The terms of reference of the Audit Committee are in consonance with the requirements spelt out in Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The Composition of the Audit Committee is mentioned in the Corporate Governance Report which forms part of this Annual Report.

Statutory Auditors & Report thereon

M/s. S. R. Batliboi & Associates LLR Chartered Accountants, Bengaluru (FRN101049W/E300004) were re-appointed as Statutory Auditors of the Company at the 25th Annual General Meeting of the Company held on September 27,2022 to hold office till the conclusion

of 30th Annual General Meeting to be held in the year 2027. The auditors report for the year ending March 31, 2024 forms part of this Annual Report.

Statutory Auditors Qualification/Comment on the Companys Standalone Financial Statements

There are no qualifications or adverse remarks in the Statutory Audit Report on the Standalone Financial Statements.

Secretarial Auditor & Report thereon

Pursuant to Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel), Rules, 2014, Secretarial Audit for the Financial Year 2023-24 has been carried out by Mr. Nagendra D. Rao, Practicing Company Secretary, Bengaluru (Membership No. FCS: 5553, COR 7731)

The Report of the Secretarial Audit in Form MR-3 for the Financial Year ended March 31, 2024 follows as Annexure II to the Report. In the said report, the Secretarial Auditor has also commented that information as required under Section 134(q) of the Companies Act, 2013 read with rule 5(1 )(ii) and (ix) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, remuneration details of Chief Executive Officer, Chief Financial Officer and Company Secretary has not been disclosed in the Boards Report. Your Directors stated that with a view to ensure healthy & cordial human relations at all levels and considering the confidential nature of the information, the remuneration details of Chief Executive Officer, Chief Financial Officer and Company Secretary have not been disclosed in the interest of the Company. However on a request from any shareholder or any regulatory authority, the same shall be shared separately.

Cost Auditor & Report thereon

The Cost Audit Records are maintained in accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014. There are no qualifications or adverse remarks in the Cost Audit Report which require any explanation from the Board of Directors.

Based on the recommendations of the Audit Committee, the Board of Directors have re-appointed M/s. P. Dwibedy & Co, Cost Accountants, Bengaluru (FRN-100961) as the Cost Auditors of the Company for the Financial Year 2024-25.

As per Rule 14 of Companies (Audit and Auditors) Rules, 2014, the Remuneration payable to the Cost Auditors for the FY 25 is subject to ratification by the Shareholders of the Company and the same is being put to shareholders at the ensuing Annual General Meeting. The Notice convening the Annual General Meeting contains the proposal for ratification of the remuneration payable to the Cost Auditors.

Internal Financial Controls

The Board of Directors of your Company have laid down Internal Financial Controls to be followed by the Company and such Internal Controls are adequate and operating effectively. Your Company has adopted policies and procedures for ensuring orderly and efficient conduct of its Business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

In view of growth of business activities, on recommendation of Audit Committee, the Board of Directors of the Company have appointed M/s. Grant Thorton India LLP and M/s. Deloitte Touche Tohmatsu India LLP as the Internal Auditors for Financial year 2023-24.

During the year under review, these controls were evaluated and no significant weakness was identified either in the design or operation of the controls.

Fraud Reporting

There have been no instances of fraud reported by Auditors under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder either to the Company or to the Central Government.

13. DISCLOSURE ON CONFIRMATION WITH SECRETARIAL STANDARDS:

The Directors confirm that the mandatory Secretarial Standards on Board and General Meetings issued by the Institute of Company Secretaries of India in accordance with the applicable provisions of Companies Act, 2013 and rules made thereunder, have been duly complied with.

14. POLICY MATTERS:

Directors Appointment and Remuneration Policy

The Directors of the Company are appointed by the Members at the Annual General Meetings in accordance with the provisions of the Companies Act, 2013 and the Rules made thereunder.

The Company has adopted the provisions of the Companies Act, 2013 and provisions of SEBI (Listing Obligations and Disclosure Reguirements) Regulations, 2015, relating to the Appointment and Tenure of independent Directors.

The Company has also adopted Remuneration policy for Directors, Key Managerial Personnel and Senior Management Personnel and the same is available at the Company website www.prestigeconstructions.com.

Board Diversity Policy

The Company recognises and embraces the importance of a diverse Board in its success. A truly diverse Board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, age, race and gender etc., which will help the Company to retain its competitive advantage. The Policy on Board Diversity has been adopted by the Company and available at the website www.prestiaeconstructions.com.

Nomination and Remuneration Policy

The Nomination and Remuneration Committee has formulated a policy for determining gualifications, positive attributes and independence of Directors and a policy relating to the remuneration for the Directors, Key Managerial Personnel and Senior Management Personnel of the Company. The Remuneration paid is as per the Nomination and Remuneration Policy formulated by the Nomination and Remuneration Committee and approved by the Board of Directors of the Company. The Nomination & Remuneration policy is available at the website of the Company www. prestiaeconstructions.com.

Risk Management Policy

The Board has constituted a Risk Management Committee which is entrusted with the task of monitoring and reviewing the Risk Management Plan and procedures of the Company. This acts as a supplement to the Internal Control Mechanism and Audit function of the Company. The Risk Management Policy is available at the website of the Company www. prestiaeconstructions.com.

Corporate Social Responsibility Policy

The Corporate Social Responsibility Policy has been formulated by the Corporate Social Responsibility Committee and approved by the Board of Directors and is available at the website of the Company at www. prestiaeconstructions.com

The activities pertaining to Corporate Social Responsibility is detailed in Annexure III to the Report.

Whistle Blower Policy (Vigil Mechanism)

The Company has established a Vigil Mechanism to promote ethical behavior in all its business activities and has in place, a mechanism for employees to report any genuine grievances, illegal or unethical behavior, suspected fraud or violation of laws and regulations and can report the same to the Chief Vigilance Officer and the Audit Committee Chairman of the Board of the Company. The whistle blower policy is available at the website of the Company www.prestiaeconstructions. com

Prevention of Sexual Harassment Policy

As a part of the policy for Prevention of Sexual Harassment in the organisation, Your Company has in place, an effective system to prevent and redress complaints of sexual harassment of women at work place in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and relevant rules thereunder. During the year under review, there have been no instances of any complaints. The policy can be accessed at our website www.prestigeconstructions.com

Policies related to Business Responsibility and Sustainability Report

The Board of the Company has adopted the requisite policies as detailed below as per the requirement of Business Responsibility and Sustainability Report. A detailed report on the same has been given and forms part of the Annual Report.

• Ethics, Transparency and Accountability Policy

• Products, Lifecycles Sustainability Policy

• Employees Wellbeing Policy

• Stakeholder Engagement Policy

• Human Rights Policy

• Environment Policy

• Policy Advocacy

• Inclusive Growth Policy

• Customer Value Policy

Dividend Distribution Policy

Board has adopted a Dividend Distribution Policy, which is available on the website of the Company https:// dl t7fddy6amcvs.cloudfront.net/investors/policies/ dividend-distribution.pdf

Prevention of Insider Trading Policy

As per the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has adopted a Code of Conduct to regulate, monitor and report trading by designated persons in securities of the Company. The policy and procedures are periodically reviewed and revised from time to time and communicated to the designated persons and is available on the website of the Company.

The Insider Trading Code has been implemented to prevent the misuse of unpublished price-sensitive information and set a framework, rules, and procedures that all concerned parties should follow, both in letter and spirit, while trading in listed securities of the Company.

A digital platform is being maintained by the Company which contains the names and other prescribed particulars of the persons covered under the Insider Trading Code. This online tracking mechanism helps for monitoring trade in the Companys securities by designated persons and taking appropriate action in case of any violation/non-complianceof the Companys Insider Trading Code.

15. OTHER MATTERS:

A. Non-Convertible Debentures

During the year 2021-2022, the Company issued 2,600 senior, secured, redeemable rated, listed Non- Convertible Debentures ("NCD") of Rs. 1,000,000 (Rupees One million only) each at par (total amount aggregating to Rupees Two Thousand Six Hundred Million). Interest on these debentures is being paid on quarterly basis. The Company also issued 2,400 senior, secured, redeemable, rated, listed Non-Convertible Debentures ("NCD") of Rs. 1,000,000 (Rupees One million only) each at par (total amount aggregating to Rupees Two Thousand Four Hundred Million). Interest on these debentures is being paid on quarterly basis.

B. Deposits

During the year under review, the Company has not accepted any Deposits in terms of Chapter V of the Companies Act 2013, read with the Companies (Acceptance of Deposit) Rules, 2014.

C. Awards and Recognitions

Your Company has been bestowed with various awards during the period under review, the details of which are provided in the separate section in the Annual Report titled Awards & Recognition.

16. HUMAN RESOURCES:

Employee relations remained cordial throughout the year at all levels. Your Company would like to place its appreciation for all the hard work, dedication and efforts put in by all the employees.

As on March 31, 2024, the Company had employee strength of 1,265. Further, total employees of the Company including its subsidiaries and jointly controlled entities stood at 9,425.

Information as reguired pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is elaborated in Annexure IV of this report.

17. EXTRACT OF ANNUAL RETURN:

As per the requirements of Section 92(3) of the Act and the rules made thereunder, the extract of the annual return as on March 31, 2024 is available on the Companys website at https://www. prestigeconstructions.com/our-investors/investors- downloads/financial-performance

18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

In terms of Section 134 of the Companies Act, 2013, the particulars of loans, guarantees and investments made by the Company under Section 186 of the Companies Act, 2013 are detailed in Notes to Accounts of the Financial Statements.

19. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All contracts / arrangements / transactions entered into, by the Company during the Financial Year, with Related Parties were in the ordinary course of business on an arms length price basis. During the year, the Company has not entered into any contract / arrangement / transaction with Related Parties which could be considered material. The details of contracts and arrangements with related parties for the financial year ended March 31,2024, are provided in the Notes to the Standalone Financial Statements, which forms part of this Annual Report.

The policies of Related Party Transactions & Material related party transactions, can be referred to at https:// dl t2fddy6amcvs.cloudfront.net/investors/policies/ related-party-transactions.pdf

20. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

a) Conservation of energy

The Company remains committed to energy conservation through various initiatives aligned with Green Initiatives, IGBC-LEED reguirements, and the Energy Conservation Code. Key measures undertaken include:

Solar Lighting for Landscapes: Implementation of solar-powered lighting for outdoor areas.

Variable Frequency Drives (VFDs): Utilization of VFDs to enhance energy efficiency.

Renewable Energy Usage: Increased integration of renewable energy sources.

Efficient Lighting: Use of CFLs and LEDs in common areas for improved energy efficiency and energy- efficient video walls for digital signage.

Daylight Sensors: Daylight sensors in office areas to optimise natural light usage.

Lighting Management Systems: Deploy lighting management systems with timers for external lighting. Air Conditioning Timers: Implement timer controls for air conditioning units to optimise energy use during peak and non-peak periods.

Water-Saving Aerator Taps: Installation of aerator taps in guest rooms and public areas to reduce water consumption.

STP Water Recycling: Recycling of all sewage water for gardening, cooling tower, and guest room toilet flushing purposes.

High Reflective Roof Material: Use of materials on the roof to minimise radiation heat transfer.

Pre-Cooling Fresh Air: Use of a heat recovery wheel with 75% efficiency for fresh air pre-cooling.

Efficient HVAC Design: Systems with a COP of at least 10% higher than ASHRAE 90.1.2010 baselines.

Low Power Consumption Fans: Utilization of low- power fans in AHUs and demand control ventilation.

b) Technology absorption

The Company is dedicated to adopting technological innovations that enhance product guality, expedite processes, and minimise environmental impact. Key measures in use include:

Low-Flow Toilet Fixtures: Installation of low-flow toilet fixtures with sensors and concealed valves.

STP Treated Water Utilization: Use of STP-treated water for flushing, landscaping, and air conditioning. Rainwater Harvesting: Implementation of deep well recharging, collection, treatment, and use of terrace stormwater.

Water-Cooled Chillers: Increased use of water-cooled chillers for efficient cooling.

Centralized LPG Reticulation System: Implementation of a centralised LPG reticulation system with piped gas supply to individual flats.

Advanced Housekeeping Equipment: Use of efficient housekeeping eguipment that minimises water usage while maintaining high cleanliness standards.

Eco-Friendly HVAC Systems: Utilization of HVAC systems with eco-friendly refrigerants and VFDs for enhanced energy efficiency.

Reflective Window Films and Transparent Ceilings:

Architectural design features that allow optimal natural light and heat absorption, reducing the need for artificial lighting.

Electric Vehicle Charging Stations: Provision of EV- ready spaces to promote alternative fuel vehicles. Water-Saving Fixtures: Installation of low-flow urinals, kitchen faucets, flush water closets, showers, and handwash faucets to reduce potable water use by more than 50%.

Stormwater Management: 100% of stormwater runoff is collected, utilised/recharged within the premises.

Native Landscaping: Use of native and adaptive species to promote biodiversity and reduce heat island effects

Energy Monitoring: Installation of metering equipment for monitoring energy use in buildings, including individual meters for various utilities.

Outdoor Water Efficiency: Implementation of drip and smart irrigation systems, drought-tolerant and low- water landscaping.

Water Conservation Measures: Installation of high- efficiency and dry fixtures, leak detection systems, and occupant sensors to reduce water wastage.

c) Foreign exchange earnings and Outgo

i) Earnings and Expenditure on foreign currency on accrual basis

		(Rs. in Mn)
Particulars	March 31,2024	March 31,2023
Earnings in Foreign exchange	34.86	Nil
Expenditure in Foreign exchange
Professional & Consultancy charges incurred on projects	78.83	61.97
Travelling expenses	1.18	178.41
Selling & business promotion expenses	5.71	1.78
Other Expenses	47.59	12.47
Total Expenditure	133.31	254.63

ii) Value of Imports on CIF basis:

Particulars	March 31,2024	March 31,2023
Components for projects		-
Capital goods	4.45	28.32

21. CORPORATE GOVERNANCE

n accordance with Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate report on Corporate Governance forms part of this report.

A certificate from Mr. Nagendra D Rao, Practicing Company Secretary affirming compliance with the various conditions of Corporate Governance in terms of the Listing Regulations given in a separate section of the Annual Report.

22. GREEN INITIATIVES:

Prestige with a strong focus on sustainable development has placed an EV-charging in the premises of the Company to promote the usage of electric vehicles and reduce the emissions of pollutants caused due to gasoline vehicles. The Company is also issuing electronic copies of the Annual Report 2024 and Notice of the Twenty-Seventh Annual General Meeting ("AGM") to all the members whose email address is registered with the Company/Depository participant(s). For members who have not registered their email address, physical copies of the Annual Report 2024and the Notice of the Twenty-Seventh AGM are being sent in the permitted mode.

The Company is providing e-voting facility to all members to enable them to cast their votes electronically on all resolutions set forth in the Notice of the Twenty-Seventh AGM. This is pursuant to Section 108 of the Companies Act, 2013 read with applicable Rules and in accordance with SEBI (Listing Obligations & Disclosure Reguirements) Regulations, 2015. The instructions for e-voting are provided in the Notice to the AGM.

23. THE DETAILS OF APPLICATION MADE OR PROCEEDINGS PENDING, IF ANY, UNDER THE INSOLVENCY AND BANKRUPTCY CODE:

The Company has neither filed an application during the year under review nor any proceedings are pending under the Insolvency and Bankruptcy Code, 2016 as at March 31,2024.

24. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

No such event has occurred during the year under review.

25. ACKNOWLEDGMENTS:

The Board of Directors take this opportunity to sincerely thank the Companys valued Customers, Clients, Suppliers, Vendors, Investors, Bankers and Shareholders for their trust and continued support towards the Company. The Board expresses its deepest sense of appreciation to all the employees at all levels whose professional committed initiative has laid the foundation for the organisation growth and success.

	For and on behalf of Board of Directors of
	Prestige Estates Projects Limited
	Sd/-
	Irfan Razack
	Chairman and Managing Director
	DIN:00209022
	Sd/-
	Rezwan Razack
Place: Bengaluru	Joint Managing Director
Date: May 28, 2024	DIN:00209060