Dear Members,
Your Directors hereby present the 55th Annual Report and Audited Financial Statements of the Company for the Financial Year ended 31st March, 2026.
Financial Results
The Financial Performance of the Company for the financial year ended 31st March, 2026 is summarized herein below:
| (Amount in Rs. Crore) | ||||
| Particulars | 2025-26 | 2024-25 | ||
Revenue from Operations including Other Income |
380.28 | 380.28 | 136.20 | 136.20 |
| Less: Expenses | ||||
| Construction & Real Estate Project Expenditure including Cost of Land Sold | 287.51 | 506.08 | ||
| Changes in Inventories of Finished Goods, work-in-progress and Stock-inTrade | ||||
| Employee Benefits Expense | 19.80 | 17.90 | ||
| Finance Costs | 1520.95 | 1,430.69 | ||
| Depreciation and Amortization Expense | 2.98 | 2.79 | ||
| Other Expenses | 21.15 | 28.92 | ||
Total Expenses |
1852.39 | 1,986.38 | ||
| Profit/ (Loss) before Tax and Exceptional Items | (1472.10) | (1,850.18) | ||
| Less: Exceptional Items | - | - | ||
Profit/ (Loss) before Tax |
(1790.05) | (1,850.18) | ||
Profit/ (Loss) from continuing operations after Tax |
(1790.05) | (1,850.18) |
Material changes affecting the Company
There were no material changes or commitments affecting the financial position of the Company having occurred between the end of the financial year to which the Financial Statements relate and the date of report, other than the ones already provided or stated in the Financial Statements.
Financial Highlights
The total income of the Company for the year under review was Rs. 380.28 Crore. The losses before tax stood at Rs. 1,790.05 Crore and losses after tax also stood at Rs. 1,790.05 Crore. On consolidated basis, the total income of the Company stood at Rs. 566.80 Crore. The consolidated losses before tax stood at Rs. 2,700.16 Crore and losses after tax stood at Rs. 3,018.15 Crore.
Segmental Revenues (Consolidated)
On consolidated basis, the Real Estate and related Division contributed Rs. 364.29 Crore in the coffers of the Company, whereas the contribution from the Property Management business was Rs. 166.23 Crore. Further, the Hospitality segment contributed Rs. 35.24 Crore whereas Rs. 1.04 Crore was contributed by way of Investment and Other Activities towards the gross revenue.
Business and Operations
During the year under review, there was no change in the business of your Company.
Operating Environment
The operating environment this year continued to remain challenging. Geopolitical conflict in Middle East coupled with the global supply chain disruptions led to an unprecedented inflation in food, energy, and commodity prices. The widespread inflation posed major challenges, specifically with prices of several commodities inflating to their decadal highs.
Management Discussion and Analysis Report
The Management Discussion and Analysis (MDA) report for the year under review, as stipulated in regulation 34 and schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as Listing Regulations), has been enclosed separately, which may be read as an integral part of the Board Report.
Report on Corporate Governance
The Report on Corporate Governance, along with compliance certificate from CS Kiran Amarpuri, Practicing Company Secretary (CP No. 7348), confirming compliance of the conditions of Corporate Governance as stipulated in schedule V of the Listing Regulations, has been enclosed separately, which may be read as an integral part of the Board Report.
Consolidated Financial Statement
The Audited Consolidated Financial Statements of the Company, its subsidiaries, associates and joint ventures provided in the Annual Report have been prepared in accordance with the provisions of the Companies Act, 2013, read with Ind. AS 110- "Consolidated Financial Statements" and Ind. AS 28- "Investments in Associates and Joint Ventures" and Ind. AS 31 -"Interests in Joint Ventures".
Subsidiaries, Joint Ventures & Associates
Pursuant to provisions of section 129 (3) of the Companies Act, 2013, a statement containing salient features of Financial Statements of subsidiaries, joint ventures and associates (Form AOC-1) of M/s Unitech Limited is attached to the Financial Statements. The said Statement portrays the performance and financial position of each of Companys subsidiaries, joint ventures and associates. The policy for determining material subsidiaries, as approved, may be accessed at the Companys website http://www. unitechgroup.com/investor-relations/policy-determining- material-subsidiaries.asp.
The names of Companies which have become or ceased to be the subsidiaries, joint ventures or associate companies during the year.
No changes have taken place in the subsidiaries, joint ventures or associate companies during the year under review. However, it is pertinent to note that M/s Alor Golf Course Private Limited and M/s Uni Homes Private Limited, wholly- owned subsidiaries of M/s Unitech Limited, were struck off from the Register of Companies, pursuant to applications filed by these Companies under section 248 (2) of the Companies Act, 2013.
The e-forms STK-2 (Application by Company to the RoC for removing its name from Register of Companies) that were filed by M/s Alor Golf Course Private Limited and M/s Uni Homes Private Limited were both approved by the RoC on 06.04.2026.
Further, M/s Flores Projects Private Limited was also struck off from the Register of Companies pursuant to section 248 (2) of the Companies Act, 2013 and the e-form STK-2 was approved on 29.06.2026.
Annual Return
As required under section 92 of the Companies Act, 2013, the Annual Return for the financial year ended March 31, 2026 is available on the website of the Company and can be accessed at https://www.unitechgroup.com/investor- relations/regulation-46-annual-return.asp.
Details of Directors
Members are aware that faced with numerous litigations by a large number of homebuyers and other stakeholders, the Honble Supreme Court directed the Union of India, vide its order dated 18.12.2019, to propose the appointment of an independent Board of Directors for M/s Unitech Limited. In compliance thereto, the Central Government proposed the constitution of a new Board of Directors, which was approved by the Honble Supreme Court, vide its order dated 20.01.2020, passed in Bhupinder Singh Vs. Unitech Limited in Civil Appeal No. 10856/ 2016. Following from the above, the Honble Supreme Court was pleased to direct the supersession of the erstwhile Management with the appointment of a new Board of Directors.
During the year under review, there have been few changes in the composition of the Board of Directors of the Company. The composition of the Board of Directors as on 31.03.2026 was as follows:
| Sr. No. Name(s) | Designation | Date of appointment | Date of Cessation |
| 1 Sh. Yudhvir Singh Malik, IAS (Retd.) | Chairman & Managing Director | 21.01.2020 | |
| 2 Dr. Girish Kumar Ahuja | Director | 22.01.2020 | NA |
| 3 Sh. Jitendra Mohandas Virwani | Director | 22.01.2020 | |
| 4 Sh. Prabhakar Singh | Director | 03.02.2020 | |
| 5 Ms. Uma Shankar | Director | 19.10.2022 | Resigned w.e.f. 07.03.2026 |
| 6 Sh. Ramsekhar Manchikalapati | Director | 02.03.2026 | NA |
Further, after the close of the financial year till the signing of this report, it is reported that Sh. Yudhvir Singh Malik has ceased to be the Chairman and Managing Director of the Company from the close of working hours on 20.07.2026.
Key Managerial Personnel
In compliance of the provisions of sections 2 (51) and 203 of the Companies Act, 2013, the following Directors and Officials of the Company were designated as the Key Managerial Personnel (KMP) of the Company during the year under review and the changes therein are tabulated hereinbelow:
| Sr. No. Name(s) | Designation | Date of Cessation during FY 2025-26 |
| 1 Sh. Yudhvir Singh Malik | Chairman and Managing Director | NA |
| 2 Sh. Ashok Kumar Yadav | Chief Executive Officer | NA |
| 3 Sh. Tajinder Pal Singh Madan | Chief Financial Officer | NA |
| 4 Ms. Anuradha Mishra | Company Secretary & Compliance Officer | NA |
Note:
Sh. T.P.S Madan, the Chief Financial Officer (CFO) of the Company resigned from the close of working hours on 29.05.2026 and Sh. Yudhvir Singh Malik has ceased to be the Chairman and Managing Director of the Company from the close of working hours on 20.07.2026.
Board Meetings
Ten (10) meetings of the Board of Directors were held during the year under review. Details of the meetings are provided in the Corporate Governance Report, which may be read as an integral part of the Board Report.
Annual Evaluation of Directors, Committees and Board
All the Directors have been appointed by the Central Government as its Nominee Directors with the prior approval of the Honble Supreme Court. The annual evaluation of performance of Directors, Committees and Board has, therefore, not been undertaken.
Opinion of the Board with regard to integrity, expertise and experience of the Independent Directors appointed during the year
Sh. Ramsekhar Manchikalapati, Director, was appointed during the year under review. Further, it may be noted that since all the Directors on the Board of the Company were appointed by the Central Government with the prior approval of the Honble Supreme Court, the impugned opinion was not required to be provided. All the Directors are well-known professionals from diverse fields and have no personal or pecuniary interest in the Company.
Statement on declaration by Independent Directors
The Directors of the Company have been appointed by the Central Government (Ministry of Corporate Affairs), in compliance of the order of the Honble Supreme Court dated 20.01.2020 and all the Directors are Nominee Directors.
Policy on Directors Appointment and Remuneration
The Directors of the Company have been appointed by the Central Government with the prior approval of Honble Supreme Court. No remuneration is being paid to the Directors of the Company, except sitting fee for attending the meetings of the Board/ Committees held from time to time. The remuneration of Chairman & Managing Director of the
Company has been determined by the Central Government in the Ministry of Corporate Affairs. Hence, there is no formal policy in place in respect of appointment and remuneration of Directors in view of the matters being under the control and supervision of the Honble Supreme Court.
Nomination and Remuneration Policy
The Nomination and Remuneration Policy containing criteria for determining qualifications, positive attributes, and independence of Directors, policy relating to remuneration to Directors, Key Managerial Personnel and Senior Management Personnel of the Company have been disclosed in the Corporate Governance Report, which may be read as an integral part of the Board Report.
Directors Responsibility Statement
Subject to the Audit qualifications raised by the Statutory Auditors, findings of the investigations by different Investigating Agencies and decisions by different Courts of competent jurisdiction, the Directors confirm in terms of section 134 (5) of the Companies Act, 2013 that:
(i) While preparing the Annual Accounts for the year ended 31st March, 2026, the applicable accounting standards have been followed, along with proper explanations relating to material departures;
(ii) 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 on 31st March, 2026 and of the loss of the Company for the year ended on that date;
(iii) 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;
(iv) The Directors have prepared the annual accounts on an on-going concern basis;
(v) The Directors, as a part of the new Management, propose to lay down sound internal financial controls to be followed by the Company and that such internal financial controls would be adequately commensurate with the size of its operation and business; and
(vi) The Directors, as a part of the new Management, would endeavour to devise proper system to ensure compliance with the provisions of all applicable laws and that such systems would be adequate and operationally effective.
Details in respect of frauds reported by Auditors under section 143 (12) of the Companies Act, 2013, other than those which are reportable to the Central Government
To the best of our knowledge and belief and subject to the (i) outcome of the ongoing investigations by various Investigating Agencies pertaining to transactions conducted during the period of the erstwhile Management or even otherwise, having cascading impact, (ii) outcome of the cases pending in Courts of competent jurisdiction, and (iii) Audit qualifications, no frauds were reported by the Auditors under section 143 (12) of the Companies Act 2013, for the year under review.
Auditor and Auditors Report
The Members of the Company appointed M/s GSA & Associates, LLP, Chartered Accountants (FRN 000257 N/ N500339), as the Statutory Auditors of the Company in the 50th Annual General Meeting, for a period of five years till the conclusion of 55th Annual General Meeting.
The re-appointment of M/s GSA & Associates, LLP, Chartered Accountants, as the Statutory Auditors of the Company, for a second consecutive term of five (05) years from FY 2026-27 to FY 2030-31 was considered and approved in the respective meetings of the Audit and Risk Management Committee and Board of Directors held on 16.07.2026, subject to approval of shareholders in the ensuing Annual General Meeting of the Company scheduled to be held on 24.09.2026.
Auditors Report - Qualified Observations
Management Response to Independent Auditors Report of the Statutory Auditors on the Audited Standalone Financial Results of Unitech Limited for the Quarter and Financial Year ended 31.03.2026
| Sr. No. Auditors Qualifications | Managements Response |
| 1. We draw attention to Note no. 4 of the Audited Standalone Financial Results, which have made references to the Resolution Framework (RF) for Unitech group. The company has requested the Honble Supreme Court to grant some concessions and reliefs so that the company is able to fulfil its obligations towards the construction of the projects and meet other liabilities. Resolution framework of Unitech group filed by New Management before the Honble Supreme Court on 10th September, 2020, Revised Version on 28th October, 2020 and Revised Version on 27th April, 2022 has not yet been approved by the Honble Supreme Court. Accordingly, the impact of the proposed reliefs, concessions etc. have not been considered in the books of accounts. | The points mentioned herein are informatory in nature and the Management has no further comments to offer on the same. |
| 2. Material uncertainty related to going concern We draw attention to Note no. 5 of the Audited Standalone Financial Results wherein the management has represented that the Audited Standalone Financial Results have been prepared on a going concern basis, notwithstanding the fact that the Company has eroded its net worth and has incurred losses, both in the current and previous year, and has challenges in meeting its obligations, servicing its current liabilities including bank loans and public deposits. The Company also has various litigation matters which are pending before different forums. Further, the New Management has inherited various projects of the Company, which are pending for considerable construction and residual works to be completed. | The Management has already stated its position in the Resolution Framework submitted in the Honble Supreme Court on 15.07.2020, followed by updated versions submitted on 05.02.2021 and on 08.08.2022, wherein the Honble Supreme Court has been prayed to grant certain concessions and reliefs so that the Company is able to fulfill its obligations towards the construction and completion of projects and meet other liabilities. The reasons for opting against winding up the Company or its reference under IBC have fully been explained in the application filed for submission of the Resolution Framework. The Management is hopeful that as per mandate given by Honble Supreme Court, the company would be able to generate sufficient funds to complete the projects as per timelines notified in the award of contracts and, accordingly, no material uncertainty exists in the Company continuing as a going concern. As such, expressing doubts about the Company as an ongoing concern is rather pre-mature at this stage. |
| In compliance of the directions of the Honble Supreme Court, as contained in Courts order dated 20th January 2020, the Government appointed Board of Directors has requested the Honble Supreme Court to grant certain concessions and reliefs so that the Company is able to fulfil its obligations towards the construction and completion of in-complete projects and meet other liabilities. These conditions indicate the existence of material uncertainty that may cast significant doubt about Companys ability to continue as a going concern. The appropriateness of assumption of going concern is critically dependent upon the Companys ability to raise finance and generate cash flows in future to meet its obligations, and also on the final decision of the Honble Supreme Court on the Resolution Framework. Also, the Board of Directors are exploring various possible options for completion of ongoing projects and are trying to generate additional possible revenues by construction of new flats. | |
| 3. The Management of the Company has not conducted any impairment assessment for the investments made by the erstwhile management in subsidiary companies of Rs. 42,854.75 lakhs, joint ventures of Rs. 54,058.48 lakhs and associates of Rs. 299.25 lakhs having aggregate carrying value of Rs. 97,212.48 lakhs, despite of strong indicators existing for impairment assessment, as required by Ind AS 36, Impairment of Assets. In view of non-existence of any impairment study, we are unable to conclude upon the adjustments, if any, that may be required to the carrying value of these investments and its consequential impact on the Audited Standalone Financial Results. (refer Note 6 (v) of the Audited Standalone Financial Results). | Unitech Limited has 185 Indian Subsidiary Companies, out of which 02 Subsidiary Companies are presently under the process of being struck off by the Registrar of Companies. The Unitech Management has appointed Statutory Auditors for 167 Indian Subsidiary Companies and is taking necessary steps for appointment of Statutory Auditors in respect of another 02 Subsidiary Companies. For the remaining 14 Subsidiaries, wherein there is a substantial foreign investment/ SFIO investigations, necessary steps would be taken by the Holding Company after taking legal opinion. M/s Unitech Power Transmission Limited, ceases to be a subsidiary company of M/s Unitech Limited w.e.f 13th March, 2025 in terms of Share Purchase Agreement executed on 11th March, 2025 amongst M/s Unitech Ltd, six subsidiary companies (holding 10 shares each jointly with M/s Unitech Ltd.), M/s Unitech Power Transmission Limited and M/s Auro Infra Private Limited. The Share Purchase Agreement was executed pursuant to the approval of Honble Supreme Court vide its orders dated 11.12.2024 at a price of Rs 5089.00 lakh on "as-is-where- is-whatever-is" basis. The progress in audit of accounts of these 183 subsidiaries is as under: (a) Statutory Auditors appointed in respect of 165 Indian subsidiary companies so far and statutory audit in respect of 59 subsidiaries is up to date; (b) Appointment of Statutory auditors under progress in case of 2 subsidiaries; |
| (c) For the remaining 14 Subsidiaries, wherein there is a substantial foreign investment, necessary steps are being taken by the Company in this regard. As regards 32 foreign subsidiaries along with Libya Division and 03 foreign JVs, the management has listed down their available details. These are as under: (a) Audited Balance Sheets of 04 foreign subsidiaries, 02 foreign JVs, and that of Libya Division are not available with the Company. (b) For rest of the Companies, the last audited available Balance Sheets are those of 31.03.2017 except for two Companies whose available Balance Sheets are those of 31.03.2010 and 31.03.2016. Moreover, it is pertinent to mention that, as per information available to the new management, the Central Investigating Agencies are believed to be engaged with the issues pertaining to these entities. The matter regarding investment in Carnoustie Management Pvt Ltd (CMPL) and CIG is under investigations by the Investigating Agencies and the Enforcement Directorate (ED) has issued various attachment orders. The Management has included the transactions with CMPL and CIG as "avoidable" in the Resolution Framework submitted before the Honble Supreme Court. It is pertinent to mention here that Unitech Limited has also filed an IA in the Honble Supreme Court for the recovery of the investments made in CMPL, which has been heard but the order is awaited. However, keeping in view the investigations being carried out by the ED, approval of the Provisional Attachment Orders (PAOs) by the Adjudicating Authority and the ED having filed Prosecution Complaints before the Special Court under the PMLA, the Company is left with no option but to await the final outcome in these matters. In view of the position explained above, it is neither possible nor feasible at this stage to undertake any impairment assessment. The impairment assessment can be got conducted by the company through some expert in accordance with applicable Accounting Standards (Ind As 36), only after having in possession the complete details / documents/ reports etc. | |
| 4. Due to legacy issues inherited from erstwhile management, the company is not having sufficient evidence about the recognition of fair value of the estimated loss allowance on loans and advances given by erstwhile management to subsidiary companies, joint ventures and associates amounting to Rs. 450,842.92 lakhs and trade receivables from subsidiary companies, joint ventures and associates amounting to Rs. 4,555.06 lakhs as required by Ind AS 109, Financial Instruments. Further, in case of loans and advances given by erstwhile management to unrelated companies / entities amounting to Rs. 37,372.76 lakhs, trade receivables amounting Rs. 32,441.39 lakhs, inter corporate deposit amounting to Rs. 13,853.66 lakhs and security deposits given amounting Rs. 52,985.19 lakhs is also exposed to estimated loss allowance. (refer Note 6(vi) of the Audited Standalone Financial Results) We are therefore unable to express an opinion on the recoverability of the loans and trade receivables from subsidiary, joint ventures and associates, fair value of estimated loss allowance on loans and trade receivables given and the consequential impact on the Audited Standalone Financial Statements. | All available information/ details/ documents in possession of the Management stand provided to the Statutory Auditors. However, the fair estimation w.r.t. the recognition of fair value of the estimated loss allowance on loans given by the erstwhile management to subsidiary companies, joint ventures and associates and trade receivables from subsidiary companies, joint ventures and associates, is not feasible as of now, because of the ongoing investigations by the ED, and the ED having filed charge-sheets before the Adjudicating Authority under PMLA and the matter being sub-judice. This job will be completed by engagement of experts only after the final verdicts are available from the Honble Court(s). As already stated, various issues (including the loans given by erstwhile management to unrelated companies/ entities inter-corporate deposits and security deposits given) as mentioned in the Resolution Framework have yet not been adjudicated by the Honble Supreme Court. Hence, it is neither possible nor feasible at this stage to undertake any impairment assessment of the loans given by erstwhile management to unrelated companies/ entities inter corporate deposit and security deposits given till the related issues are crystallized and settled by the Honble Court. Likewise, some of the investments/ advances made by the company are a subject matter of investigations being conducted by various Central Investigating Agencies. |
| 5. We draw attention to note 19(k) of Audited Standalone Financial results which contains details of corporate guarantees issued by the erstwhile management for its subsidiaries and joint ventures. Due to legacy issues inherited from erstwhile management, the company is not having sufficient evidence regarding recognition of fair value of the estimated loss allowance on corporate and bank guarantee given by erstwhile management on behalf of its subsidiary, joint ventures and associates amounting Rs. 176,560.27 lakhs as required by Ind AS 109, Financial Instruments. We are therefore unable to express an opinion on the fair value of estimated loss allowance on corporate and bank guarantee. | There are a number of secured, unsecured and operational creditors qua the company and its subsidiaries, JVs and other affiliates. Further, the Company and promoters have also given various kinds of Guarantees, including Bank Guarantees and Corporate Guarantees, the lists whereof (to the extent of availability of records), surviving or matured, have been shared with Statutory Auditors. However, it may not be possible to vouchsafe at this stage that these are the only Guarantees given by the Company. The issues pertaining to secured, unsecured and operational creditors have been covered in Chapter -3 of the Resolution Framework (RF). Apart from seeking various reliefs and concessions qua such creditors, the RF also contains a provision on invitation of Claims and settlement thereof (3.2). These issues have yet not been adjudicated by the Honble Supreme Court. Hence, it is neither possible nor feasible at this stage to undertake any impairment assessment of secured creditors, and/ or Corporate Guarantees till these related issues are crystallized and settled by the Honble Supreme Court. Likewise, some of the investments/ advances made by the company are a subject matter of investigations being conducted by various Central Investigating Agencies. |
| 6. The Management of the Company has not conducted any impairment assessment for the investments made by the erstwhile management in unrelated companies / entities having aggregate carrying value of Rs. 61,247.17 lakhs, despite of strong indicators existing for impairment assessment, as required by Ind AS 36, Impairment of Assets. In view of non-existence of any impairment study, we are unable to express an opinion upon the adjustments, if any, that may be required to the carrying value of these investments and its consequential impact on the Standalone Financial Statements. (refer Note 6 (v) of the Audited Standalone Financial Results). | As already stated, various issues (including the investments made and advances given for purchase of land by the erstwhile management in unrelated companies/ entities) as mentioned in Resolution Framework have yet not been adjudicated by the Honble Supreme Court. Hence, it is neither possible nor feasible at this stage to undertake any impairment assessment of investments made and advances given for purchase of land by the erstwhile management till these related issues are crystallized and settled by the Honble Supreme Court. Likewise, some of the investments/ advances made by the company are a subject matter of investigations being conducted by various Central Investigating Agencies. |
| 7. Amount recoverable from GNIDA amounting Rs. 18,339.80 lakhs is subject to confirmation/ reconciliation. In view of absence of the reconciliation, we are unable to conclude on the consequential impact of same on standalone financial results. (refer Note 11(v) of the Audited Standalone Financial Results). | It is a statement of fact that the said balance is subject to confirmation/ reconciliation. Attention in this behalf is invited to the Orders dated 01.02.2023 of the Honble Supreme Court wherein it has been held that the determination of dues of Noida, (including those of GNIDA) would be taken up separately after hearing the Government appointed Board and the Authorities. The latest progress with regard to the issues pending between Noida and Greater Noida Authorities and Unitech Group, is that the Honble Supreme Court, vide its order dated 18.12.2024, requested Honble Justice (Retd.) Abhay Manohar Sapre, a former Judge of the Supreme Court, to make an attempt to amicably resolve the issues of outstanding dues and possession of allotted land between Noida/ Greater Noida Authorities and the Unitech. Pursuant thereto, meetings have been held at the level of Justice (Retd.) A.M. Sapre wherein some of the issues have been partially resolved. However, there has been no progress on the issue of outstanding dues. The Honble Supreme Court, vide its latest orders dated 21.05.2025, has directed NOIDA "to submit its claims before the Court within four weeks. NOIDA filed an affidavit in the Honble Supreme Court in September, 2025 with regard to their outstanding claims in respect of three Projects at Sector 96-97-98, Sector 113 and Sector 117 Projects. The new Management has filed its counter in the Supreme Court admitting claims limited to Rs.1,441.13 Crores in respect of the above. In terms of directions of the Honble Supreme Court vide its orders dated 01.02.2023, the dues actually payable to NOIDA are to be determined by the Honble Supreme Court after hearing both sides. Since the matter is sub-judice and pending adjudication by the Honble Supreme Court, the financial effect shall be taken in books of accounts of the company after the final award is pronounced by the Honble Supreme Court. |
| 8. Variation has been observed between balance lying with Supreme Court registry and books of accounts and the same is under reconciliation. In view of absence of the reconciliation, we are unable to express a conclusion on the consequential impact of same on audited standalone financial statements- Amount indeterminable. (refer Note 6 (i) of the Audited Standalone Financial Results). | The issue of variations between balance lying with Supreme Court registry and books of accounts has been taken up with the Supreme Court Registry and will be reconciled as soon as the relevant information is received from the Registry. |
| 9. Balance of amounts due to / from trade receivables, trade payables (including MSME Vendors), bank balances, borrowings, advance received from customers, advance to suppliers, security deposits, other loans and advances, advance for purchase of land, inter corporate deposits and other assets are pending for reconciliation / confirmation. The overall impact of the above and the consequential impact of same on Audited Standalone Financial Results are not ascertainable and hence, we are unable to express an opinion on the same. (refer Note 7 of the Audited Standalone Financial Results). | It is stated that as per Standards on Auditing (SA)-505 prescribed by the Institute of Chartered Accountants of India (ICAI), the process of external confirmation is to be initiated by the Statutory Auditors for directly obtaining the evidence from the confirming parties at their level. However, the Management would initiate and followup on this exercise keeping the Statutory Auditors in loop with respect to the outstanding balances as on 31.03.2026. It would therefore be appropriate that the Statutory Auditors take up external confirmations based on random sampling basis since obtaining confirmation from all the parties would be a time-consuming exercise. |
| 10. Refer note 7 & 9 of standalone financial results for matters related to the period of erstwhile Management | |
| 10(a) Statutory dues related to Income-tax Act, 1962 amounting Rs. 7,929.00 lakhs, Professional Tax amounting Rs. 0.59 Lakhs, Employees Provident Funds and Miscellaneous Provisions Act, 1952 amounting to Rs. 500.33 Lakhs pertaining to the period of erstwhile management, are unpaid since long. In view of nonpayment of statutory dues, possibility of levies, some penalties by the respective departments cannot be ruled out. On account of the above, we are unable to express an opinion on the consequential impact of same on standalone financial statements. (refer Note 7 of the Audited Standalone Financial Results). | The Government appointed Board of Directors has already submitted its Resolution Framework (RF) before the Honble Supreme Court on 16.07.2020, followed by updated versions dated 02.05.2021 and 08.08.2022, wherein the Company has sought various reliefs on account of penalties, interest liabilities etc., among others, due to be paid by the company to the Statutory Authorities, Banks, Financial Institutions etc. Since a definite view on various reliefs sought in the RF is yet to be taken by the Honble Supreme Court, it is not feasible at this stage to assess the overall impact of its outstanding statutory liabilities. However, the New Management is committed to make the company compliant in terms of various provisions contained in the Companies Act 2013 and other related Acts, Rules, Regulations etc. |
| 10(b) Old Input credit receivable (GST) as appearing in the financial books during the erstwhile period is subject to reconciliation with the balance of input credit claimable from GST department (in GST portal). In view of absence of the reconciliation, we are unable to express a conclusion on the consequential impact of same on Unaudited Standalone Financial Result- Amount indeterminable. | Due to various litigations, notices from GST Department, non-availability of old data/ records and noncompliances during the period of erstwhile management, cancellations and restorations of various GST Numbers and other complex issues, there are serious difficulties in completing the reconciliation process. Despite various challenges, the Reconciliation Process has been initiated during FY 2025-26. The Input Tax Credit is being claimed in GSTR-3B on monthly basis as per GSTR -2B and the reconciliation will be completed at the time of filing of Annual Return. |
| 10(c) We draw attention to Note no. 9 of the Audited Financial Results in respect of default in repayment of public deposits accepted by erstwhile management. As per the financial books, principal amount of deposit accepted for Rs. 52,912.98 lakhs is overdue for repayment. The Company has not created any provision for interest payable during the period ended 31st March 2026 amounting Rs. 6,456.39 lakhs (accumulated unaccounted interest is Rs. 61,234.92 lakhs) taking a clue from the directions of the Honble Supreme Court from time to time issued for payment of the Principal Amount to the HD holders, as explained by the management. In our opinion, losses of the Company and value of public deposits are understated to extent of Rs. 61,234.92 lakhs subject to a final decision of the Honble supreme Court in the matter. | This issue has duly been explained in Chapter 8 of the Resolution Framework (RF) submitted to the Honble Supreme Court and the Company shall take action as per the directions of the Honble Court in this behalf. The New Management neither processes any such case nor is it authorized to do so till the Honble Supreme Court takes a decision in this matter. It is, however, clarified that disbursement to some of the fixed deposit holders (Sr. Citizens on a pro-rata basis) has been made through the Ld. Amicus Curie on the directions of the Honble Supreme Court issued from time to time in the past. The details of amount disbursed to the FD holders directly from the Registry have been received in the Company on 22.11.2022 and the amount of disbursal is being captured in the books of accounts and reconciled. Further refund of another amount of Rs. 19.02 Crore has been approved by the Honble Supreme Court vide its various orders for refund of principal amount of FDs to the depositors on grounds of Medical Exigencies. As on 31.03.2025, the Company has already released an amount of Rs. 18.07 Crore to 633 out of 713 FD holders. The remaining cases are pending for want of receipt of requisite papers from the concerned Depositors. As such, out of a principal amount of Rs. 579.92 Crore in deposits in the FDs, an amount of Rs. 50.79 Crore stands refunded in terms of orders issued by the Honble Supreme Court from time to time. |
| 11 Pursuant to the instances of non-compliance with certain debt covenants, including defaults in interest and principal repayments, we are unable to express a conclusion on the correctness of such amounts reflected in the Audited Standalone Financial Results and on their consequential impact, including potential tax liabilities. Further, as at 31st March 2026, the Company has obtained loan statements from the banks and financial institutions to the tune of Rs. 9,00,842.32 lakhs (including accrued interest of Rs. 6,18,900.49 lakhs) out of total loan outstanding Rs.10,95,453.01 lakhs (including non-convertible debenture Rs. 20,850.14 lakhs and accrued interest of Rs. 7,53,647.23 lakhs). (refer Note 8 of the Audited Standalone Financial Results). | The total financial liability of Unitech Group has been captured in Annexure C of the Resolution Framework (RF) submitted before the Honble Supreme Court. A total of 19 lenders, including Banks and ARCs have filed 65 cases in various DRTs, namely, New Delhi (DRT- 1), Chandigarh, Chennai, Kolkata, Mumbai, Lucknow and Allahabad. In view of the moratorium granted by the Honble Supreme Court, all these cases have been ordered to be adjourned sine die. Various lenders have also filed IAs in the Honble Supreme Court, which are pending consideration. Since the matter has already been covered in the Resolution Framework, the determination and final payment of principal amount and/ or interest thereon shall be made only in accordance with the decision of the Honble Supreme Court in this behalf. It is important to keep in view that secured creditors are having rights over land assets mortgaged to them, the monetization of which in due course should help in meeting a considerable part of their dues. The Honble Supreme Court vide its order dated 16.01.2025 asked the applicant-banks/ financial institutions to engage in dialogue with the Management of Unitech Limited and explore the possibility of One Time Settlement (OTS) in furtherance of the interest of the parties. The Honble Supreme Court again directed, vide its subsequent order dated 22.01.2026, that "... we want the Board and the banks to have a dialogue at the earliest." |
| Thereafter, the Honble Supreme Court vide its orders dated 25.02.2026 directed the Government appointed Board of Directors and the Banks/ ARCs/ FIs to engage in dialogue with the secured creditors to explore the possibility of One Time Settlement (OTS) and that the first meeting in this behalf be held on 6th March 2026, followed by subsequent meetings as may be required, outcome of which is to be placed before the Honble Court before the next date of hearing scheduled for 15th April 2026. In the said order, the Honble Supreme Court has also directed the Board to hold another meeting on the subject of disbursement of earlier sanctioned loans as well as sanction of fresh loans to the Homebuyers of Unitech projects. The Honble Court has, in the meantime, also stayed the sale of unsold inventories vide its orders dated 25.02.2026. Pursuant thereto, the Board of Directors held its meeting with the Secured Creditors on 06.03.2026, followed by individual meetings at the level of the Management from 13.03.2026 to 27.03.2026, and lastly on 07.04.2026 at the level of Board of Directors to consider and deliberate on the OTS proposals. The recommendations of the Board have been placed before the Honble Supreme Court on 15th April, 2026 for consideration and directions as deemed appropriate. Vide orders dated 15.04.2026, the Honble Supreme Court has asked the counsels of ARCs/ Banks/ FIs to respond to the reliefs which have been prayed for by the Unitech Board of Directors. In subsequence thereto, the Honble Supreme Court vide orders dated 29.04.2026 has asked all the learned counsels to provide their suggestions keeping in mind the best economic model possible to resolve this entire controversy. The Honble Supreme Court has further stated that once they get a fair idea as regards the suggestions, the Court shall proceed to pass some orders. The company is providing for interest payable to Banks/ Financial Institutions based on the loan statements to the extent available and the balances are matching with statements. As far as process of confirmation of balances is concerned, it is stated that as per Standards on Auditing (SA)-505, prescribed by the Institute of Chartered Accountants of India (ICAI), the process of external confirmation is to be initiated by the Statutory Auditors for directly obtaining the evidence from the confirming parties at their level. | |
12 Non-compliance of provisions of Indian Accounting Standards "IND AS" as prescribed under section 133 of the Companies Act,2013: |
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Revenue from real estate orojects (IND AS 115) We draw attention to Note no. 6(vii) of the Audited Standalone Financial Results, stating that the Company is accounting for revenue under real estate projects using percentage of completion method (POCM) with an understanding that performance obligations are satisfied over time whereas, the terms of the agreements entered by the Company with buyers of the property does not satisfy the conditions specified in paragraph 35 of Indian Accounting Standard 115 "revenue from contracts with customers" in all the cases. |
(a) The Company recognizes revenue over time if one of the following criteria of Paragraph 35 of Ind AS 115 is met, particularly 35 (c), 36 and 37, as given below: (i) Paragraph 35(c): the entitys performance does not create an asset with an alternative use to the entity (paragraph 36) and the entity has an enforceable right to payment for performance completed to date (paragraph 37). (ii) Paragraph 36: An asset created by an entitys performance does not have an alternative use to an entity if the entity is either restricted contractually from readily directing the asset for another use during the creation or enhancement of that asset or limited practically from readily directing the asset in its completed state for another use. The assessment of whether an asset has an alternative use to the entity is made at contract inception. After contract inception, an entity shall not update the assessment of the alternative use of an asset unless the parties to the contract approve a contract modification that substantively changes the performance obligation. (iii) Paragraph 37:- An entity shall consider the terms of the contract, as well as any laws that apply to the contract, when evaluating whether it has an enforceable right to payment for performance completed to date in accordance with paragraph 35(c). The right to payment for performance completed to date does not need to be for a fixed amount. However, at all times throughout the duration of the contract, the entity must be entitled to an amount that at least compensates the entity for performance completed to date if the contract is terminated by the customer or another party for reasons other than the entitys failure to perform as promised. (b) Following points are also considered by the company at the time of Revenue Recognition of revenue under POCM: (i) The company has an enforceable right to claim the payment from Customer for the performance completed which has been agreed by customers in the Agreements to Sell (Builders-Buyer Agreements). |
| (ii) The Company cannot change or substitute the residential/ commercial unit specified in the Builder- Buyer Agreement ("The contract") entered with the customer, and thus the customer could enforce his/ her rights to the residential/ commercial unit if the Company sought to direct the asset for another use. In the opinion of the Management of the Company, the contractual restriction is substantive, and the real estate unit does not have an alternative use to the Company. (iii) Further, the Company has the right to claim the installments of the Residential/ Commercial properties from the buyers based on the milestones given in Builder Buyers Agreement and in case of defaults by the customers, said unit is not freely transferrable to another customer. The unit is not available for alternate use of the Company until cancelled. (iv) In certain cases, buyers of the property have availed bank finance against the property purchased by them and the Company has entered into the "Tripartite Agreement". Under this arrangement, the Company has given all original documents to the Bank. It indicates that the Company is not having any alternate use of the property sold to the buyer and the buyers have full right over the property purchased from the Company till the time, the buyers commit any breach towards the bank and / or do not repay the dues to the Bank in full or in part and/or the buyers commit breach of agreement with the Company. (c) Customer i.e. buyer of the unit is the beneficial owner of the unit purchased from the Company and is entitled to avail the loan from Banks. In the event of defaults by Customer in repayment of any installment, the Company has the right to cancel the allotment and forfeit the entire amount of Earnest Money deposited by the Allottees and the allottee shall be left with no right or lien on said property and the developer i.e. Company shall be free to sell the same to any other person in its sole discretion as it may deem fit. In the opinion of the Company, customer i.e. buyer of the unit is the beneficial owner of the unit purchased till the time of cancellation of the allotment of the unit on account of defaults in payment schedule of the installments agreed in Builder Buyers agreement. | |
| (d) We have relied on the clarification issued by ICAI on 20th July 2018 w.r.t. Revenue from Contracts in context of Real Estate Sector wherein it was clarified that Ind AS 115 does allow recognition of revenue using Percentage of Completion Method (POCM). (e) Prior to FY 2020-21, there was no qualification on revenue recognition under POCM by the earlier statutory auditor. | |
| 13. Inventory and project in progress: | |
| 13(a) Reconciliation of sub-ledger records for advance received from homebuyers and trade receivables is in progress. In view of absence of the reconciliation, we are unable to express an opinion on the consequential impact of same on Audited Standalone Financial Statements. | The Commercial Division and the IT Division have complete data available on the amount received from the customers and the balance receivables from them in respect of each of the units sold. As a matter of fact, the customers are also being allowed access to their individual Accounts Ledgers in a phased manner as the management raises demands for balance payments on an ongoing basis as per the Revised Payment Plan approved by the Honble Supreme Court. As a step towards Reconciliation, the Management is getting about all the 16,000 odd files audited and the assignment has already been given to a professional firm. Once the scrutiny of files is completed, the issue of reconciliation can be addressed. It is a time-consuming exercise and the reconciliation process will be initiated in a phased manner as soon as the audited details are completed and made available. As a matter of fact, the exercise has already been completed in respect of three Projects and the required corrections simultaneously being made in the customer database. |
| 13 (b) Other current assets include "Amount incurred in project in progress (on which revenue is not recognized)" amounting Rs. 9,40,289.80 lakhs. No provision has been for onerous project, if any. As explained to us the Company is in the process of identifying onerous project and provision shall be created after identification of such contracts. As explained to us, due to legacy issues, as inherited from erstwhile management, the company is not having details with regard to project wise cost incurred during the tenure of erstwhile management. (refer Audited Standalone Financial Results). | There are about 17,700 homebuyers across 74 residential and 10 commercial projects where construction had been lying stalled/ at various stages of constructions. These units are to be completed and handed over to the homebuyers. The entire exercise is being carried out under the overall guidance and supervision of the Honble Supreme Court. As such, the Management will be in a position to assess the impact thereof only in due course of time after the Projects are completed and handed over. Moreover, the Company is in the process of identification of onerous projects, based on the Lease Deeds/ Licenses of the various projects covered under One Particular License/ Lease Deed. The company is hopeful to sell unsold properties at current market value, which would cover substantial portion of the deficit of onerous projects by the surplus projects covered under one Lease Deed/ License. |
| 13(c) There are certain projects wherein physical possession of the units has already been handed over to the homebuyers but the projects are still appearing under Project in Progress. Due to aforesaid, project in progress and Advance received from customers is overstated. The management is in the process of estimating the impact of the same. Due to the absence of the details, we are unable to express an opinion on the accuracy of project in progress and Advance received from customers and its consequential impact on standalone financial results. | There are about 17,700 homebuyers across 74 residential and 10 commercial projects where construction had been lying stalled/ at various stages of constructions. These units are to be completed and handed over to the homebuyers. The entire exercise is being carried out under the overall guidance and supervision of the Honble Supreme Court. As such, the Management will be in a position to assess the impact thereof only in due course of time after the Projects are completed and handed over. |
| 14 We draw attention to note no 6(iii), of the Audited Standalone Financial Results, the physical verification of property plant and equipment & unsold flats is pending therefore discrepancy between book records and physical counts, if any and its consequential impact of the audited financial results. | The Company has initiated a series of steps for getting the physical verification conducted. In the 3rd quarter (FY 2025-26), the write-off exercise of old & obsolete items was completed with the help of Internal Auditors. Over 1500- line items (Gross Value - Rs 30.64 Crore, Accumulated Depreciation - Rs 30.39 Crore, Net Effect -Rs 0.25 Crore) have been written off. Further work is in progress and after the reconciliation part is completed, the physical verification on year-end basis in future would be conducted regularly to have proper control and to address the observations of the Statutory Auditors. With regard to physical verification of Inventory (Unsold Flats/ Unsold Land), Unitechs teams at sites would facilitate the visits of Statutory Auditors for carrying out physical verification for appropriate resolution of the observation. |
| 15 We draw attention to note 19 (m) of standalone financial results which states that the Company has 2,431 litigations pending in Honble Supreme Court of India. Based on the explanation provided by the Company, considering the number of litigations pending, it is not possible for the Company to compute the possible impact of the same. In view of above, we are unable to express an opinion on the accounting of potential liability on account of pending case and completeness of disclosure of contingent liability made by the company in the standalone financial statements. | The financial impact of litigations can be ascertained only after the final verdict is pronounced by the Honble Supreme Court/ various forums on all the litigations. |
Secretarial Auditors
Pursuant to the provisions of section 204 of the Companies Act, 2013, read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and regulation 24 A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company in its meeting, held on 13.08.2025, recommended the appointment of CS Kiran Amarpuri, Company Secretary in Practice (CP No. 7348), to conduct the Secretarial Audit of the Company for a term of five (05) financial years from FY 2025-26 to FY 2029-30, which was approved by the Members in the 54th Annual General Meeting of the Company for FY 2024-25 held on 25.09.2025.
The Secretarial Audit Report for the financial year 2025-26 (Form MR-3) submitted by the Secretarial Auditor is annexed herewith as Annexure-1.
M/s QnS Facility Management Private Limited, material subsidiary of the Company for financial year 2025-26, has also undergone Secretarial Audit in accordance with section 204 of the Companies Act, 2013 and regulation 24A of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.
Accordingly, the Secretarial Audit Report of M/s QnS Facility Management Private Limited, for financial year 2025-26 issued by CS Pradeep Kumar Sahoo, Company Secretary in Practice, is annexed herewith as Annexure-1A.
The above reports may be read as integral part of the Board Report.
The response of your Directors to the observations made by the Secretarial Auditor is as follows:
| Sr. No. Observations of the Secretarial Auditor | Response of the Management |
| 1. The Company has failed to repay deposits accepted by it including interest thereon before the commencement of Companies Act, 2013. The matter of fixed depositors is pending before the Honble Supreme Court and the principal amount of deposits are being repaid in accordance with the directions of the Honble Supreme Court. | (i) The matter related to Fixed deposits is being governed under the directions of the Honble Supreme Court. The Company has not accepted or re-paid any FD at its own level. (ii) 1 t is pertinent to note that the Honble Supreme Court vide its various orders dated 12.12.2019, 01.02.2023, 15.04.2024, 26.04.2024 and 26.04.2026 released a total sum of Rs. 148.46 Crore from its Registry. Out of Rs.148.46 Crore, an amount of Rs. 57.70 Crore has been disbursed to the FD holders in compliance of the aforesaid orders of the Honble Court. (iii) For the sake of clarity and ready reference, the outstanding amount payable to the FD holders, which has been paid till now to them, pursuant to various Supreme Courts orders, is tabulated herein below: |
| Rs. in Crore | ||||
| Sr. No. | Date of Supreme Courts order | Amount released by the Registry | Amount disbursed to the FD holders | No. of FD holders to whom FD amount has been released |
| 1 | 12.12.2019 | 47.40 | 31.23 | 5,368 out of 9,838 |
| 2 | 01.02.2023 | 13.19 | 12.94 | 506 out of 548 |
| 3 | 15.04.2024 | 5.71 | 5.63 | 156 out of 163 |
| 4 | 26.04.2024 | 0.12 | 0.12 | 02 out of 02 |
| 5 | 26.04.2026 | 82.04 | 7.78 | 2,600 out of 27,488 |
| Total | 148.46 | 57.70 | 8,632 out of 38,039 |
Notes:
1. The disbursement of the FD amount is an ongoing exercise.
2. Amount of Rs. 47.40 crore (Sr. No.1) was directed, by the Honble Supreme Court, to be disbursed to the FD Holders at the level of the Registry, out of which Rs. 31.23 crore stands disbursed to the FD Holders. The balance amount of Rs. 16.17 crore is lying undisbursed with the Registry.
3. Out of Rs. 101.06 crore received by the Unitech (Sr. No. 2 to 5) from the Registry, an amount of Rs. 26.46 crore has been disbursed, pursuant to the directions issued by the Honble Supreme Court, whereas Rs. 74.60 crore is presently lying undisbursed with the Company as on
30.06.2026.
Sr. No. Observations of the Secretarial Auditor |
Response of the Management |
| 2. The Board of Directors consist of less than 6 Directors in contravention of regulation 17 (1) (c) of SEBI (LODR) Regulations, 2015. | (i) All the Directors on the Board of M/s Unitech Limited have been appointed by the Union of India (Ministry of Corporate Affairs), with the prior approval of Honble Supreme Court, granted vide its Orders dated 20.01.2020, 13.10.2022 and 25.02.2026. (ii) The Ministry of Corporate Affairs had, vide its letter bearing No. F.N.10/ 1 / 2020 Legal dated 11.10.2022 directed the Regional Director (Northern Region), Ministry of Corporate Affairs, to move an application before the Honble Supreme Court in the pending matter Bhupinder Singh v. Unitech Limited (Civil Appeal Nos. 10856/2016) for seeking its approval for the appointment of Mr. Ramsekhar Manchikalapati as Director on the new Board of M/s Unitech Limited. (iii) Further to the above, the Ministry of Corporate Affairs had, vide its letter bearing No. F.N.10/ 1 / 2020-Legal dated 21.05.2024 also directed the Regional Director (Northern Region), Ministry of Corporate Affairs, to move an application before the Honble Supreme Court for seeking its approval for the appointment of one more Director on the Board of M/s Unitech Limited. (iv) Subsequent to the above, the Honble Supreme Court vide its order dated 25.02.2026, approved the appointment of Sh. Ramsekhar Manchikalapati and Ms. Rasika Chaubey as Directors on the Board of M/s Unitech Limited, recommended by the MCA. (v) It is further informed that the MCA vide Order bearing F. No. Legal-10/1/2020-O/o DGCoA MCA dated 02.03.2026 intimated the appointment of Sh. Ramsekhar Manchikalapati as Director on the new Board of M/s Unitech Limited with immediate effect, pursuant to the order of the Honble Supreme Court dated 25.02.2026. (vi) In subsequence to the above, MCA vide its letter bearing F.N. Legal-10/1/2020-O/o DGCoA MCA dated 25.03.2026, intimated Unitech about the resignation of Ms. Uma Shankar from the Board of Unitech w.e.f. 07.03.2026. Further, MCA also intimated the Company about the unwillingness of Ms. Rasika Chaubey to join the Board of Unitech Limited as she was holding a post as a member in Armed Forces Tribunal. (vii) I t is further informed that the tenure of Sh. Yudhvir Singh Malik, Chairman and Managing Director, Unitech Group of Companies, has expired from the close of working hours on 20.07.2026. (viii) Accordingly, as on today, there are currently four (04) Directors on the BoD of M/s Unitech Limited. (ix) I t is pertinent to mention that since all the Directors have been appointed by the Central Government in the Ministry of Corporate Affairs (MCA) pursuant to the directions of the Honble Supreme Court, the appointment of Directors including composition of the BoD is beyond the control of the Company. |
| 3. After resignation of one-woman director on 7th March, 2026, the company is non-compliant under Regulation 17(1)(a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 | (i) The Chairman & Managing Director, Unitech Group of Companies, vide his email dated 25.03.2026, intimated the MCA about the requirement of a Woman Director on the Board of Unitech Limited, being a listed Company in place of Ms. Uma Shankar, who resigned with effect from 07.03.2026. (ii) The CMD, vide his aforesaid email, requested MCA to place the matter for consideration before the Honble Supreme Court. |
| 4. There are instances of legal cases filed against the Company under the various laws applicable to the Company. These cases are filed with various courts of the Country. Moratorium on all the proceedings against the company is continued in terms of order of Honble Supreme Court dated 20.01.2020 | The Honble Supreme Court has, vide its order dated 20.01.2020, granted moratorium against the institution of proceedings, continuation of the existing proceedings and enforcement of the orders that may have been passed against the Company. The aforesaid order reads as under: "(vii) Pending further orders of this Court, there shall be a moratorium against the institution of proceedings against Unitech Limited and its subsidiaries. The moratorium shall also extend to existina proceedings against the company as well as enforcement of orders that may have been passed against the company." |
| 5. With regard to the unclaimed and unpaid amounts pertaining to matured deposits and interest accrued thereon, the Company has informed us that a number of depositors have put in claims which are pending before various judicial fora for the matured deposits and interest accrued thereon. The amount which was due to be transferred to IEPF Fund with respect to unpaid and unclaimed matured deposits and interest thereon, which is outstanding for a period of seven years from the date they became due for repayment, have not been transferred to IEPF Fund constituted under Section 125 of the Companies Act, 2013. | Chapter 8 of the Resolution Framework deals with the subject of Fixed Deposits, which is awaiting final adjudication from the Honble Supreme Court. However, the fact that they would only be paid the Principal Amount (without any interest) has already been accepted by the Honble Supreme Court while allowing refunds to the FD holders from time to time on grounds of Medical Exigencies. The amount of repayment is also released by the Registry of the Honble Court from out of the deposits lying with the Registry on Unitechs account. The Company has not accepted or repaid any matured FD amount at its own level. |
Particulars of Loans, Guarantees or Investments
Particulars of Loans and Guarantees given or Investments made under section 186 of the Companies Act, 2013, are given in the respective Notes to Standalone Financial Statements.
Contracts or arrangements with Related Parties under section 188(1) of the Act
With reference to section 134 (3) (h) of the Companies Act, 2013, the Related Party Transactions (RPTs) under section 188 of the Companies Act, 2013 and regulation 23 of the Listing Regulations were placed before the Audit and Risk Management Committee and the Board. All contracts/ arrangements/ transactions made by the Company during the relevant year with the Related Parties were in the ordinary course of business and on an arms length basis.
As detailed in Note No. 43 of Standalone Financial Statement, the Company has not entered into any transaction with Related Parties during the year under report, which could be considered material in accordance with the policy of the Company on materiality of Related Party Transactions. In view of the same, giving particulars of contracts or arrangements with the Related Parties in Form AOC-2 is not required for the year under review. The Company has framed a policy on dealing with Related Party Transactions and the same is available at Companys website www.unitechgroup.com. Your Directors draw your attention to Note No. 43 to the Standalone Financial Statement, which sets out the related party disclosures.
The State of the Companys Affairs
1. The Members are informed that the Company has a total of 74 incomplete residential (construction completed in 10 projects) and 10 commercial projects (construction complete across 05 projects) at 11 pan-India locations in 7 states. The Management has initiated the construction activities in 51 residential and commercial projects. In case of all other projects, the requisite pre-construction processes and statutory approvals are under process, some of which are pending directions from the Honble Supreme Court.
2. One major cluster of projects is at Gurugram (Haryana) accounting for about 7,000 Homebuyers in various projects. The Management has been able to obtain the requisite approvals (like renewal of licences, additional licenses, approval of layout and zoning plans, building plans and Occupation Certificates) from the Department of Town & Country Planning, Haryana in respect of majority of these projects from time to time. The issue of renewal of License in respect of the Rewari Project is still pending consideration of the Honble Supreme Court.
The Environmental Clearance in respect of only one project in Gurugram (Uniworld Resorts) is still under process. The Terms of Reference (ToR) were granted by the State Environment Impact Assessment Authority (SEIAA) on 30.03.2026. The Environment Impact Assessment (EIA) report was submitted and the case was listed in the State Expert Appraisal Committee (SEAC) meeting held on 24.06.2026. The deliberations were held by the SEAC and the matter was forwarded to the SEIAA for approval. It is pertinent to note that the works at a number of projects in Gurugram, Ambala and Mohali have already commenced on the ground.
3. The Projects at Kolkata, Chennai and Bengaluru have not been able to take off due to pendency of grant of approvals of the competent authorities qua the Layout Plans, Building Pans and the ECs in case of these projects even though contracts have already been awarded for certain parts of these projects. In this regard the following milestones have been achieved in the last one year:
(a) In case of Kolkata Project, the EC was granted by SEIAA on 02.04.2026 and accordingly, the West Bengal Pollution Control Board (WBPCB) also granted Consent to Establish (CTE) on 13.04.2026.
(b) In case of Bangalore, the EC has been granted by SEIAA on 21.01.2026, but the CTE got rejected by Karnataka State Pollution Control Board (KSPCB) on 10.04.2026 due to the complaint submitted by Mr. H.P. Rajagopal Reddy. This matter has been placed before Honble Supreme Court vide I.A. No. 9000/2025, 9001/2025 and 9002/2025 which is pending for further consideration.
(c) In case of Chennai, the applications in respect of Unihome-1, Unihome-2, Palm Villas and MSB Gardens for grant of EC are currently under process. Due to non-availability of permission for the use of ground water from the Central Ground Water Authority (CGWA)/ Public Works Department (PWD), the matter is held up. The Management is pursuing the matter with the Department concerned. The matter shall be further perused with the Authority after obtaining the permission of ground water usage.
4. In the case of Noida based projects, which account for the second largest cluster of Homebuyers after Gurugram, there have been significant developments. In compliance of the directions of the Honble Supreme Court dated 01.02.2023, the new Management of Unitech Group uploaded the Revised Layout Plans in respect of Sector 96-97-98, Noida on OBPAS (the designated portal of Noida Authority) on 08.02.2023. Similarly, revised building plans in respect of the project at Sector-113, Noida were uploaded on 08.02.2023. The Revised Building Plans in respect of Sector-117, Noida were submitted vide application No. 2023/02/08/8434. Despite having obtained the clearances required prior to the approval of the Building Plans, Noida Authority was reluctant to approve the Layout Plan/ Building Plan in respect of Noida-based projects. As such, the matter was referred to the Honble Supreme Court once again. The same was deliberated upon by the Honble Court in its various hearings held on 09.10.2023, 03.11.2023 and 12.04.2024. Further, after the final direction was issued by the Honble Court on 26.04.2024, the Layout Plans and Building Plans were approved/ re-validated in respect of parts of the projects on 30.05.2024 by the Noida Authority.
Thereafter, the Environment Clearance (EC), Consent to Establish (CTE) and other statutory clearances were also obtained from the respective Competent Authorities. This has helped the Company to commence work on all the three projects qua the areas already sold to the Homebuyers. It is apprised that the Unitech Management made a further submission before the Honble Supreme Court for approval of plans for the balance area of the project land vide IA No. 241599/ 2024. The matter was heard by the Apex Court and has directed the Noida Authority to approve the pending Layout Plans/ Building Plans in respect of the Noida-based projects vide its order dated 21.05.2025. Accordingly, a representation was submitted to the Noida Authority on 02.06.2025 and the said matter was under consideration by the Noida Authority. Further, all observations raised by the Noida Authority on 02.06.2025, 13.06.2025 and 11.07.2025 were replied to by the Company, which stand cleared.
Subsequently, the Revised Building Plans for all three Noida-based projects, namely, Sectors 96-97-98, Sector-113 and Sector-117, which were approved earlier partially in June 2024 but the approval of new projects that were not launched was held back, have now been approved in totality in December 2025 by the Noida Authority.
5. The Honble Supreme Court, vide its order dated 18.05.2022, appointed Justice (Retd.) A. M. Sapre to be associated with every stage of tendering process and that the same be carried out under his supervision. Based on the ground-work done by PMCs, it was estimated that about 130-135 Tenders would be required to be floated for completion of all the 74 residential and 10 commercial projects. Since, it was practically not possible to float all the Tenders in one go, the Management decided to float these Tenders in four to five Lots, each Lot comprising about 30-35 Tenders, as also submitted before the Honble Supreme court vide ATR-IV. As the Members are already aware, the Unitech Management after seeking the approval of the BoD and Justice (Retd.) A.M. Sapre in the month of December 2022, floated a total of 35 Tenders as part of Lot-1 on 02.01.2023. After the completion of Bid Management process and approval of BoD and Justice Sapre, a total of 15 Tenders were submitted to the Honble Supreme Court seeking directions for award of Contracts.
Further, after the approval of BoD and Justice (Retd.) A.M. Sapre, the Management floated 51 Tenders as part of Lot-2 on its website on 08.05.2023 and 09.05.2023. After the completion of Bid Management Process for Lot-2 Tenders, a total of 34 Tenders were approved by the BoD and Justice Sapre on 18.08.2023, and the same were submitted in Honble Supreme Court for seeking their approval for awarding the Contracts to successful Bidders. The Honble Supreme Court permitted the Unitech Management to award contracts in respect of 49 (15+34) Tenders qua Lot-1 & Lot-2 on 03.11.2023. In furtherance to the aforesaid order dated 03.11.2023, the Management uploaded the list of these approved 49 Tenders at the Companys website on 04.11.2023 and issued Letters of Intent (LoIs) to all the 23 Contractors to whom 49 Tenders of 39 Projects were awarded to comply with the requisite formalities for signing the Contract Agreements.
Simultaneously, after seeking the approval of the BoD in its meeting held on 26.10.2023, the company floated 55 Tenders as part of Lot-3 on 07.11.2023/ 08.11.2023. After the completion of Bid Management Process for Lot-3 Tenders, a total of 38 Tenders were approved by BoD and Justice Sapre on 16.02.2024 and the same were submitted in the Honble Supreme Court for approval for award of Contracts to successful Bidders, which was allowed by the Honble Court vide its orders dated 26.04.2024. Similarly, the Management after getting the approval of the BoD in its meeting held on 25.04.2024, floated 31 Tenders on 10.06.2024 as part of Lot-4. After the approval of the BoD on 13.11.2024, followed by the recommendation of Justice (Retd.) A.M. Sapre on 28.11.2024. 23 Tenders were awarded to successful L-1 bidders in December, 2024 pursuant to the order dated 04.12.2024 of the Honble Supreme Court. Further, 17 Tenders were floated as part on Lot-5 on 30.12.2024.
Out of these 17 Tenders, 10 Tenders were finalized/ approved to be awarded as part of Lot-5 in the meeting of the BoD held on 03.04.2025, subject to the approval by Justice (Retd.) A.M. Sapre and the Honble Supreme Court. Justice (Retd.) A.M. Sapre recommended the award of the aforesaid Tenders on 19.04.2025.
The Honble Supreme Court, vide its order dated 22.01.2026, granted its approval to award 10 Tenders of Lot-5 to successful L-1 bidders. The BoD in its meeting held on 28.05.2026 approved the floatation of 26 Tenders as part of Lot-6 Tenders, out of which 15 Tenders were being re-tendered and 11 fresh Tenders have been floated. With the floatation of these tenders, there remained around 17 Tenders for various works which were decided to be floated as part of Lot-7 Tenders, as per the decision of the Board of Directors, taken in its meeting held on 28.05.2026.
6. Separately, keeping in view that the works on various structures of buildings left incomplete by the erstwhile management had been lying stalled for a number of years, it was decided to get Health Safety Audit of all these buildings carried out from institutes of eminence. The Honble Supreme Court was also apprised about the same through Action Taken report - III. Services of IIT Roorkee were availed for this purpose for all the under-construction buildings within NCR area, IIT Madras for the projects at Bangalore and Chennai, and Jadhavpur University for Kolkata based projects.
In the process, the Heath Safety Audit and proof-checking of structure designs of a total of 179 Towers and 13 basements were carried out in respect of 27 Projects. While the buildings have been found largely safe, the experts have pointed out the need for carrying out Retrofitting works to address the deficiencies observed during these tests. Accordingly, a total of 28 Tenders were floated for the Retrofitting Works along with the general Lot-3 Tenders. Contracts have been awarded in case of 25 Tenders pursuant to the approval of the BoD, Justice Sapre and the Honble Supreme Court. Reports of the concerned institutes have also been uploaded on the Companys website. Further Lot-4 Tenders, which comprised of 31 main and 07 Retrofitting Tenders, were floated on 10.06.2024. However, no Retrofitting Tender was awarded as part of Lot-4.
Subsequently, Lot-5 Tenders, comprising of 16 main and 01 Retrofitting Tenders, were floated on 30.12.2024 and after completion of the Bid Management process, 10 Tenders (including 01 Retrofitting Tender of Cascades- Kolkata) of Lot-5 were approved by BoD in its meeting held on 03.04.2025, subject to the approval by Justice (Retd.) A.M. Sapre and the Honble Supreme Court. Justice (Retd.) A.M. Sapre recommended the award of the aforesaid Tenders on 19.04.2025.
The Honble Supreme Court, vide its order dated
22.01.2026 granted its approval to award the 01 Tender for retrofitting works, out of 10 Tenders of Lot-5 to successful L-1 bidder.
7. M/s Unitech Limited, in accordance with the directions of the Honble Supreme Court vide its order dated 03.11.2023, uploaded the Revised Payment Plan on its website. The Revised Payment Plan, as approved by the Honble Supreme Court, envisages payment of balance dues in quarterly instalments linked with the tentative completion schedule of the project, and the last 5% payable at the time of offer of possession. Further, the Honble Supreme Court has held that any delay in payment as per the Revised Payment Plan would attract interest @9% per annum on the amount of default for the period of default. The demand for payment of balance dues is raised only after the works are commenced at site. Further, as per the Honble Supreme Court directions dated 03.11.2023, para 6(iii), the Homebuyers who change their options from Refund to Possession and who had received partial refunds earlier through the Registry/ Ld. Amicus Curiae, were to repay the principal amount which was earlier refunded to them within a period of eight (8) weeks of their opting for Possession. Accordingly, the repayment of partially refunded amount was to be made by 15.02.2024.
Further to the above, the Management of M/s Unitech Limited, keeping in view the spirit of observations of the Honble Supreme Court during the hearing held on 26.04.2024, decided to give a final/ last opportunity to the Homebuyers continuing with Refund options to change their options from Refund to Possession by sending emails to this effect to the dedicated email ID refundtopossession@unitechgroup.com by or before 2400 hours on 31st May, 2024. A total of 1,954 Homebuyers had changed their options from "Refund" to "Possession" till 31.05.2024, pursuant to the directions of the Honble Supreme Court issued vide its orders dated 17.08.2021 and thereafter vide its order dated 03.11.2023.
As a result of the above, the Unitech Group was left with a total of 1,657 Homebuyers, who had not changed their options during the period granted for the purpose. The details of these refundseeking Homebuyers were uploaded on the website of the Company on 12.09.2024. Subsequently, the Management received representations from a considerable number of Homebuyers requesting for one more opportunity for the change of options from "Refund" to "Possession". Considering their requests, the Board of Directors decided to give one final and last opportunity to the Homebuyers, for which a Public Notice was uploaded on the website on 18.11.2024.
The Notice was also published in various leading newspapers on 01.12.2024, namely, Times of India (all editions), The Tribune (all editions), Dainik Jagran (Delhi NCR edition), The Telegraph (Eastern Region), Deccan Chronicle (Chennai Edition) and Bangalore Mirror (Bangalore Edition). The Homebuyers were given this last and final opportunity upto 31.12.2024. After scrutiny of all the e-mails received on the designated e-mail ID (refundtopossession@unitechgroup.com) upto 2400 hrs on 31.12.2024, the Management was left with a total of 1,065 refund-seeking Homebuyers. This list was published on the Unitech portal on 07.02.2025. Subsequently, representations from 15 Homebuyers providing documentary evidence were submitted supporting their change of option from "Refund" to "Possession" which were allowed. This left a total of 1,050 Homebuyers in Refund category.
It is pertinent to note that in the meantime, some of the Homebuyers filed IAs in the Honble Supreme Court, praying for permitting them to change their Options from Refund to Possession. Taking these IAs into consideration, the Honble Supreme Court passed an order on 16.09.2025 and gave one last opportunity to convert to Possession.
Pursuant to the above orders, the Government appointed Board of Directors considered the matter by Circulation on 26.09.2025 and approved the same. Accordingly, the Management uploaded the Public Notice dated 01.10.2025 on the website of the Company giving time to the interested Homebuyers to apply for the Change of Options up to 31.10.2025 (2400 hours). Individual Emails and WhatsApp messages were also sent on 04.10.2025, 18.10.2025 and 30.10.2025 to such of the Refund Seeking Homebuyers who had updated their contact details.
It has been noted that pursuant to the Public Notice and individual emails/ WhatsApp messages, a total of 278 emails were received on the designated email ID: refundtopossession@unitechgroup.com up to 2400 hours on 31.10.2025 requesting for Change of their Options from Refund to Possession.
Of these 278 emails, the requests of 268 Homebuyers were found to be in order and were, accordingly, allowed as such. Keeping the aforesaid in view, it is also important to take note that there are a total of 772 Homebuyers and excluding another 10 Homebuyers (for whom full refunds have been approved by the Honble Supreme Court, being above 75 years of age) who remained as the Refund Seeking Homebuyers as on 01.11.2025.
The list of refund seeking Homebuyers have been uploaded on the Company portal on 26th November, 2025.
8. The Directors would like to apprise the Members that refund to the tune of Rs. 83.80 Crore was recommended by Justice A.M. Sapre in the case of 220 Homebuyers on grounds of medical exigencies, which was also approved by the Honble Supreme Court vide its order dated 13.10.2022. As on 31.03.2026, refunds to the tune of Rs. 74.93 Crore were made to 199 homebuyers, with Rs. 8,87,15,803/- still remaining to be disbursed, for which relevant papers have not been received. Likewise, refunds to the tune of Rs. 13.85 Crore were recommended by Justice A.M. Sapre in the case of 27 Homebuyers on grounds of medical exigencies, which was also approved by the Honble Supreme Court vide its order dated 15.04.2024. Refunds to the tune of Rs. 9.99 Crore were disbursed to 21 homebuyers as on 31.03.2026.
9. The Management, vide Public Notice dated 28.02.2025 published on the website of the Company, informed the stakeholders that the Honble Supreme Court had directed the Company vide its order dated 06.02.2025 to invite applications for refund of the principal amount from senior citizen Homebuyers, aged 75 years and above, for processing their requests. Accordingly, the Company invited applications from the refundseeking Homebuyers who were senior citizens aged 75 years and above for the purpose, the eligibility criteria being that the concerned Homebuyer should be in the list of refund seeking Homebuyers and that the applicant should be a senior citizen of 75 years or more as on the date of submission of application. The eligible Homebuyers could submit their claims on the dedicated portal available on Unitech Group website. The Company in accordance with the direction of the Honble Supreme Court was required to verify each claim within four weeks of receiving the complete application. If the claim was found to be valid, the Unitech was required to submit the details thereof to the Honble Supreme Court for further directions. In this regard, a total of five valid applications were received by the Company till 31.03.2025, followed by another five valid applications upto 31.07.2025.
All the 10 requests for refund received from Senior Citizens were approved by the Honble Supreme Court vide its order dated 16.09.2025. A sum of Rs. 3.87 Crore was released from the Registry for disbursement of refunds to the 10 senior citizen Homebuyers. All the 10 senior citizen Homebuyers were refunded the principal amount paid by them against the cost of the units.
10. The Members are apprised further that 59 statutory approvals have been obtained for the Haryana based projects, which were required to be in place prior to the commencement of construction activities at various projects across the state. A total of 39 approvals of Environmental Clearances (ECs), Consent to Establish
(CTE) and Consent to Operate (CTO) pertaining to Unitechs pan-India projects have also been obtained. Likewise, the new Management had also obtained 33 Labour Licenses for the projects, in respect of which the contracts have been awarded.
11. The Honble Supreme Court had directed the Management vide its order dated 29.04.2026 to invite claims of the FD Holders who have attained the age of 60+ and also for the cases wherein the FD Holders have passed away. As per the directions of the Honble Supreme Court, the Board shall invite claims from Senior citizens and fixed deposit holders in 04 categories i.e. (i) above the age group of 80 years as on 31.03.2026, (ii) between the age group of 70 and 80 years as on 31.03.2026 (iii) between the age group of 60 and 70 years as on 31.03.2026 and (iv) cases where the original fixed deposit holder has passed away.
The claims were to be invited to a designated email ID, through a Public Notice uploaded on the website of the Company, within a time-bound manner within 08 weeks along with the supporting documents and the information shall thereafter be collated and placed before the Honble Court for further directions/ disbursal.
In compliance of the aforesaid directions of the Honble Court, the Management issued a Public Notice dated 07.05.2026 on the website of Unitech, inviting claims for refund of FD amounts from Sr. Citizens holding FDRs under Unitechs Fixed Deposit Scheme. The claims were to be submitted by sending an email at seniorfdrefund@unitechgroup.com latest by 30th June 2026. On submission of the claims by the concerned FD Holders, the Management would collate the claims under the four categories. On collation of the final claim amounts, the same would be placed before the Honble Supreme Court for further directions.
12. The Honble Supreme Court vide its order dated 29.04.2026 has approved refund of the outstanding principal amount (up to Rs. 40,000/-) deposited by the FD holders with Unitech. The Management vide Public Notice dated 07.05.2026 published on its website a list of FD holders including their name, FDR No., FD Folio No. and FD amount.
The process to be followed by the concerned FD holders has been enumerated in detail in the said Public Notice. Further, the process of transfer of funds would start after the submission of requisite documents by the FD holders.
13. The Management, vide Public Notice dated 24.02.2026, published on its website a final notice for cancellation of allotments in respect of Homebuyers who have not registered themselves on the web-portal of Unitech and/ or not updated their contact details.
It is apprised that, out of the entire homebuyer database of the company, there are still 2,338 homebuyers, who have not updated their contact details, postal/ correspondence addresses, email addresses etc. using the online facility on the website of the Company, resulting in a lot of problems in identifying the customers, sending communications etc. The Management had initially introduced an online facility on the Company Website on 09.02.2021 and a Public Notice was also uploaded on the website on 09.02.2021 for updation of Contact details for Homebuyers and FD holders.
A second Public Notice dated 08.02.2024 was uploaded on the website calling upon the Homebuyers to update their contact details using the online facility made available on the website. A third public notice was uploaded on the website on 16.10.2024 requesting the Homebuyers to update their contact details by 30.11.2024. This Public Notice was also published in various newspapers on 18.10.2024 [Times of India - Delhi Edition; The Tribune (all Editions), Dainik Jagran (Delhi NCR), The Telegraph (for Kolkata and Bhubaneshwar based Projects), Deccan Chronicle (Chennai based Projects) and Bangalore Mirror, thus covering all projects of Unitech.
This was done since nearly 7,000 homebuyers had still not registered themselves on the portal and had not updated their contact details in the system till 15.10.2024. It was stated vide the aforesaid public notice that Homebuyers who failed to update their contact details within the specified timelines (i.e. up to 31.12.2024), the allotment of their Residential/ and/or their Commercial Units shall be cancelled forthwith and the amount paid by them shall be forfeited. The Company also proposed to initiate appropriate proceedings under the provisions of Benami Transactions (Prohibition) Act, 1988 and the rules made thereunder against such allottees. In furtherance to the above, a fourth public notice dated 29th November 2024 was uploaded and also published again in the same set of Newspapers on 01.12.2024, vide which last date of 30.11.2024 was extended further up to 31.12.2024.
Despite the above measures, the Company still has a total of 2,338 Homebuyers who have not registered themselves on the web-portal and have not updated their contact details. Due to non-updation of records, 1,997 possession-seeking Homebuyers are not even making payment of instalments towards the balance receivables. The Government appointed Board of Directors considered the issue in its meeting held on 12.02.2026 and decided to grant one final and last opportunity by way of Public Notice dated 24.02.2026, giving such homebuyers the Final opportunity to register themselves on the Web-portal and update their contact details using the online facility on or before 31.03.2026. The allotment of Units to those Homebuyers who do not register themselves on the web-portal and update their contact details within this period, shall automatically stand cancelled, and the amounts deposited by them shall stand forfeited. Currently, there are 1844 Homebuyers who have not updated their contact details. Out of these, 1532 are possession seeking Homebuyers and remaining 312 are the refund seeking Homebuyers.
14. The Members are apprised that concerns were being raised by various shareholders regarding the trading of Unitech shares in Z category as against B category. The Management had consistently been taking up the issue of waiver of fines and penalties, levied on account of non-compliances inherited from the erstwhile management, and movement of the scrip of the Company from "Z" category to "B" category, with the SEBI, the National Stock Exchange of India (NSE) and the Bombay Stock Exchange (BSE). The fines and penalties levied on account of such noncompliances by the BSE and the NSE were to the tune of Rs. 3,33,09,000/- and Rs. 3,12,40,000/- respectively.
A waiver application was filed by the Company with the Stock Exchanges which was favourably considered and the waiver of fines granted by both the Exchanges. Further, the NSE vide its Circular bearing No. 1851/ 2025 dated 26.09.2025 also decided to transfer the trading of securities of the Company from "BZ" series to "EQ" series with effect from 07.10.2025. The BSE vide Notice No. 20250926-46 dated 26.09.2025 notified that the securities of Unitech Limited will be moved out of "Z" category to "B" category with effect from 07.10.2025. As on date of this report, the scrip of the Company is being traded in "B" category.
Amount, if any, proposed to be carried to any Reserves
As the Company has been incurring losses since last several years, no amount is proposed to be carried to any reserve during the year under review.
Dividend
As your Company has incurred a net loss during the year under review, your Directors have not recommended any dividend for the year ended 31st March, 2026.
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
The details pertaining to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo of the Company are enclosed herewith as Annexure-2.
Risk Management
The Risk Management Policy of the Company is in place and has been updated and approved in the meeting of the Board of Directors held on 13.07.2023. The objective of the policy is to identify and assess the key risk areas, and to mitigate risks, and monitor/ report effectiveness of the processes and controls and advance action, which may need to be taken to mitigate such risks.
Corporate Social Responsibility
The Company has not undertaken any CSR activities during the year under review, since there is loss during the preceding three financial years. The Annual Report on CSR activities is attached herewith as Annexure-3, which may be read as an integral part of the Board Report.
Internal Financial Control for Financial Statements
The Board of Directors have been reviewing the sufficiency of existing internal control systems and assessing the need to bring better financial control measures, which are commensurate with the size of the business of the Company.
Audit and Risk Management Committee
The composition of the Audit and Risk Management Committee is provided in the Corporate Governance Report, which forms an integral part of the Board Report.
Vigil Mechanism
Pursuant to section 177 (9) of the Companies Act, 2013, read with rules made thereunder and regulation 22 of the Listing Regulations, the Company has Vigil Mechanism for Directors and Employees to report genuine concerns. The policy has been posted at Companys website i.e. http:// www.unitechgroup.com/investor-relations/whistle-blower- policy.asp. During the year under review, the Company has not received any complaint in this behalf.
Secretarial Standards
The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.
Deposits
During the year under review, the Company has not accepted any Deposits under the provisions of section 73 and 76 of the Companies Act, 2013, read with Companies (Acceptance of Deposits) Rules, 2014. The particulars of Deposits covered under Chapter V of the Companies Act, 2013 are as follows:
| Particulars | Details |
| Amount of Deposits accepted during the financial year 2025-26. | NIL |
| Amount of Deposits remaining unpaid or unclaimed during the year, i.e. as on 31.03.2026 | Rs. 529.13 Crore (Principal Amount) |
| Whether there has been any default in repayment of Deposits or Interest thereon; and if so the number of times and the total amount involved- At the beginning of the year - Maximum during the year - At the end of the year Details of Deposits which are not in Compliance with Chapter V of the Companies Act, 2013 | (i) The Company had filed an application in March 2015 before the Honble CLB [Now NCLT] for seeking, inter-alia, re-scheduling of repayment of Fixed Deposits. The Honble National Company Law Tribunal, New Delhi (NCLT) dismissed the said application. The appeal against the said order was also dismissed by the Honble NCLAT vide its order dated 31st January, 2017. (ii) Some Depositors filed intervention applications (IAs) before the Honble Supreme Court in the matter of homebuyers of the Company. Considering their applications, the Honble Supreme Court directed the Ld. Amicus Curiae to create a web-portal where the Depositors could provide their requisite information. Accordingly, in compliance of the ibid direction, the Ld. Amicus Curiae created a web-portal for the purpose. (iii) Honble Supreme Court vide its order dated 12th December, 2019, allowed refunds to FD holders who were senior citizens, aged 60 years and above. Ten per cent of the amount deposited with the Registry at that time i.e. Rs. 17.4 Crore was allocated for the purpose. Having regard to the huge number of FD holders, who had registered themselves on the web-portal, the Honble Court allocated a further sum of Rs. 30 Crore for distribution amongst them. The additional amount of Rs. 30 Crore was also to be disbursed to FD holders of the age group of 60 years and above, in terms of the earlier direction/s. Out of the allocated sum of Rs. 47.40 Crore allocated, an amount of Rs. 31.23 Crore has been disbursed as per the report of the Registry of the Honble Supreme Court. |
| (iv) Further, the Honble Supreme Court, on recommendations of Justice (Retd.) A.M. Sapre, approved the release of Rs.13.19 Crore for payment of the principal amount of Fixed Deposits to 548 FD holders vide its order dated 1st February, 2023 on grounds of Medical Exigencies. | |
| As on 31.03.2026, a total of Rs. 12.94 Crore, out of Rs. 13.19 Crore, has been refunded to 506 FD Holders. | |
| (v) The Honble Supreme Court had approved the release of an amount of Rs. 5,71,12,785/- for payment of principal amount of FDs to 163 FD Holders, vide its order dated 15.04.2024 on grounds of medical exigencies. | |
| As on 31.03.2026, an amount of Rs. 5,62,76,181/-, out of Rs. 5,71,12,785/-, has been refunded to 156 FD Holders. | |
| (vi) The Honble Supreme Court, vide its order dated 26.04.2024, approved the release of an amount of Rs. 12.00 lakh for payment of the principal amounts of Fixed Deposits to 02 (two) FD holders on grounds of medical exigencies. | |
| The said amount of Rs.12.00 lakh has already been disbursed as on 31.03.2026. | |
| (vii) The Honble Supreme Court, vide its order dated 29.04.2026, approved the release of an amount of Rs. 82,04,21,278/- for payment of the principal amounts against 27,488 Fixed Deposit Receipts, having principal outstanding amount up to Rs. 40,000/- with Unitech Limited. | |
| As on 07.07.2026, an amount of Rs. 7,78,90,202/-, out of Rs. 82,04,21,278/-, has been disbursed against 2600 FDRs. | |
| (viii) Accordingly, the matter pertaining to public deposits is presently before the Honble Supreme Court as addressed in Chapter 8 of the Resolution Framework. Hence, the final action in this behalf would depend on the finality of the matter at the level of the Honble Apex Court. |
Particulars of Employees and Related Disclosures
The ratio of remuneration of each Director to the median employees remuneration and other details in terms of section 197 (12) of the Companies Act, 2013, read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided as Annexure-4, forming part of this report.
During the year under review, no employee was drawing remuneration of Rs 1.02 Crore per annum, which is required for inclusion in the statement containing particulars of employees, as required under section 197 of the Companies Act, 2013, read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Significant and Material Orders
During the year under review, apart from various Orders passed by the Honble Supreme Court, there were no significant and material orders passed by the regulators or tribunals that may impact the going-concern-status and Companys operation in future.
Details of applications made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 during the year, along with their status as at the end of the financial year
During the year under review, no application was made nor was any proceeding pending under the Insolvency and Bankruptcy Code, 2016, as per the records available with the Company.
Details of difference between the amount of 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
The same is not applicable for the year under review.
Cost Accounts and Cost Auditors
The Company is required to make and maintain cost records as specified by the Central Government under sub-section (1) of section 148 of the Act. The appointment of M/s Pant S. & Associates (FRN: 101402) as Cost Auditors of the Company for conducting audit of cost records for FY 2026-27 was approved in the respective meetings of the Audit and Risk Management Committee (ARMC) and the BoD held on 16.07.2026.
The matter regarding the remuneration to be paid to the Cost Auditor for FY 2026-27 will be placed for ratification in the ensuing Annual General Meeting (AGM) of the Company.
Further, the observations of the Cost Auditor as given in his Cost Audit Report for FY 2025-26 are given herein below along with the response of the Management on the same:
| Cost Auditors Observations | Management Response |
| Company has to maintain detail of area constructed during the financial year that detail is not available at Companys end. Instead of area constructed, Company has mentioned each project as different service and mentioned one (01) quantity against each project. | The Company has been maintaining the details of each project as one single entity, as a standard practice from its inception, since calculations of amounts spent qua the area constructed each unit-wise is practically not feasible, especially when common expenses are incurred on provision additional common facilities within the project, such as, internal circulation Roads, Water supply, Sewage and Strom Water Drainage systems, Electrical infrastructure, STPs etc. |
Prevention of Sexual Harassment at work place
The Company has complied with the provisions relating to the constitution of the Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. During the year under review, no complaints were reported to the Management.
Compliance of the provisions relating to the Maternity Benefit Act, 1961
The Company is duly complying with the provisions relating to the Maternity Benefit Act, 1961.
Acknowledgments
Your Directors wish to place on record their deep sense of appreciation for the overall guidance and support from the Honble Supreme Court, co-operation received from the Members, Government authorities, customers and vendors. Your Directors also wish to place on record appreciation for the contribution made by each and every employee of the Company. The Directors are also thankful to all the stakeholders for their continued help, assistance and support.
| For and on behalf of Board of Directors | |
| For M/s UNITECH LIMITED | |
| Sd/- | Sd/- |
Girish Kumar Ahuja |
Sh. Ramsekhar Manchikalapati |
| Director | Director |
| DIN: 00446339 | DIN:00738648 |
| Date: 13th August, 2026 | |
| Place: Gurugram |
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IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.
