About Godrej Properties Ltd

Godrej Properties Ltd, the real estate development arm, belonging to the Godrej Group, is one of the leading real estate development companies in India. The company is focused on developing residential, commercial, retail and IT projects across cities like Mumbai, Pune, Bangalore, Kolkata and Hyderabad. Their business focuses on residential, townships, commercial complexes, office spaces, business centres, IT Parks and technology parks. The company is the subsidiary of Godrej Industries Ltd The company is a fully integrated real estate development company involved in all activities associated with the development of residential and commercial real estate. They undertake their projects through their in-house team of professionals and by partnering with companies with domestic and international operations. Godrej Properties is currently developing residential, commercial and township projects spread across approximately 14 million square meters (151 million square feet) in 12 cities. Godrej Properties Ltd was established in the year 1990 as a real estate development company within the Godrej Group business. The company was originally incorporated on February 8, 1985 as Sea Breeze Constructions and Investments Pvt Ltd. In the year 1990, the name of the company was changed to Godrej Properties and Investments Pvt Ltd. In the year 1991, the company changed their status to a public limited company. In May 1991, the company entered into their first project, namely Godrej Edenwoods at Thane in Mumbai. Initially, the company concentrated their operations in the Mumbai Metropolitan region and later they expanded to other cities such as Pune, Bengaluru, Kolkata, Hyderabad, Ahmedabad, Mangalore, Chandigarh, Chennai and Kochi. In the year 1994, they completed their first residential building, namely Cypress, a part of Godrej Edenwoods. In the year 1996, the company was awarded ISO 9002: 1994 certification by Bureau Veritas Quality International. In the year 1997, they completed their first commercial project, namely MGSM at Bandra in Mumbai. In the year 1999, they launched their first project in Pune, namely Godrej Millennium. In the year 2004, the company launched Godrej Woodsman Estate in Bangalore. In January 22, 2004, the company entered into a joint development agreement with Amco Batteries Ltd for development of land admeasuring 20.1 acres located at Hebbal Village in Bengaluru. The company changed their name from Godrej Properties and Investments Pvt Ltd to Godrej Properties Ltd with effect from November 23, 2004. In the year 2005, they executed agreement for the first project in Kolkata, namely Godrej Waterside. In the year 2006, they made a tie up with Rallis India Ltd for their first project in Hyderabad. During the year 2005-06, the company acquired two private limited companies, namely Godrej Waterside Properties Pvt Ltd and Godrej Realty Pvt Ltd. During the year 2006-07, they formed three new private limited companies, namely Godrej Real Estate Pvt Ltd, Godrej Developers Pvt Ltd and Godrej Sea View Properties Pvt Ltd. During the year 2007-08, the company took over a new company, namely Happy Highrises Ltd with effect from July 18, 2007. Also, they acquired 26.7 acres of land at B. T. Road, Kolkata. In December 18, 2007, the company entered into a joint development agreement with Esskay Properties and Investments Ltd for development of land admeasuring 9.18 acres located at Nagarur Village, Bengaluru. In February 15, 2008, the company entered into a joint development agreement with TCM Ltd for development of land admeasuring 21.66 acres located at Trikkakara North Village, Ernakulam District. In February 22, 2008, they entered into an MoU with Addison & Company Ltd, Chennai, for the development of land admeasuring 17.397 acres located at Chembarambakkam Village, Chennai into IT, commercial and residential buildings. During the year 2008-09, the company signed an MOU with the Ahmedabad Municipal Corporation for the development of a special township project at village Jagatpur, Gujarat. Also, they also signed an agreement for development of an integrated township at Kalyan, a suburb of Mumbai Metropolitan region. During the year, the company received the 'Corporate Governance of the Year' award in the 23rd Annual Awards for Excellence in Real Estate for the year 2008 held by Accomodation Times. During the year, the company sold their entire stake in Girikandra Holiday Homes and Resorts Ltd to Valuable Infrastructure Pvt Ltd for an amount of Rs 19.61 crores. Also, they diluted their stake in Godrej Developers Pvt Ltd by transferring 15,968 equity shares of Rs 10 each to Red Fort India Real Estate Babur at a premium of Rs 12,841.86 per equity share. In July 11, 2008, they formed a new wholly owned subsidiary, namely Godrej Estate Developers Pvt Ltd. In the year 2009, the company made a tie up with the Clinton Climate Initiative for their Godrej Garden City project in Ahmedabad. They executed an MoU with Godrej Industries Ltd to develop one of their forthcoming projects in Vikhroli, Mumbai. During the year 2009-10, the company entered the capital market with the initial public offer (IPO) of 9,429,750 equity shares of Rs 10 each. The shares were listed on the Bombay Stock Exchange Ltd and National Stock Exchange of India Ltd on January 5, 2010. During the year, the company successfully completed several projects, most notably the 1st Phase of Godrej Waterside - commercial project in Kolkata, Godrej Woodsman Estate - a residential project in Bengaluru and Godrej Coliseum in Mumbai.They launched mid-income residential projects in Ahmedabad and Kolkata. The Company commenced operations in Chandigarh, Chennai and Mangalore. During the year, the company signed MOU for development of project at Pune. They also signed an MOU with Godrej Industries Ltd and Godrej and Boyce Mfg. Company Limited for undertaking the development of a 36.5 acres project at Vikhroli, Mumbai. During the year, HDFC PMS, a real estate private equity fund, invested 49% each in subsidiaries, Godrej Estate Developers Pvt Ltd and Godrej Sea View Properties Pvt Ltd, for development of a commercial project, Godrej Eternia in Chandigarh and a residential project, Godrej Palm Grove in Chennai respectively. In Godrej Sea View Properties Pvt Ltd, 22.27% of the equity share capital out of 49% was transferred before March 31, 2010. Also, Milestone Real Estate Fund invested 49% in Happy Highrises Ltd, a subsidiary for development of Godrej Prakriti, a mix-use project in Kolkata. During the year 2010-11, the company successfully completed several residential projects in Mumbai, most notably Godrej Riverside in Kalyan, Godrej Edenwoods in thane, and Tower 5 of Planet Godrej in Mahalaxmi. They entered the NCR region, with the launch of their residential project Godrej Frontier, in Gurgaon in October 2010. They also launched new residential projects in Bengaluru and Mangalore. The company also launched Godrej Eternia and Godrej Genesis - commercial projects in Chandigarh and Kolkata respectively. In May 2010, the company transferred 26.73% of the equity share capital of Godrej sea View Properties Pvt Ltd to HDFc PMs in May 2010, and another 0.9% of the equity share capital through supplementary/ amendment agreements in December 2010. The company also acquired the entire paid up share capital of Udhay GK Realty Pvt Ltd from HDFc Ventures Trustee Company Ltd in March 2011. In May 2011, the company signed a development agreement with Capsulation Services Pvt Ltd to develop a plot of land admeasuring approximately 5895 square metres located at Deonar near Chembur in Mumbai as a residential project. In August 2011, the company through their wholly owned subsidiary Godrej Buildcon Pvt Ltd signed a development agreement with Jet Airways (India) Ltd for development of MMRDA leasehold land admeasuring 10309.58 sq. mtrs, situated at G-Block, Bandra-Kurla Complex, Bandra, Mumbai. In October 2011,, the company made a tie up with Universal Builders, wherein GPL will act as the development manager, for developing approximately 0.4 million square feet of residential villas, spread over 14.5 acres at Electronic City, Bengaluru. In 2012, the company has entered into a Development Management Agreement with R.R. Builders to redevelop a MHADA property in Byculla, Mumbai, through its wholly owned subsidiary Godrej Projects Development Private Limited (GPDPL). The company also completed the sale of first phase of its residential project based in Gurgaon, named as Godrej Summit during the year. In 2013, the company adds a large new project in Mumbai and in NCR. The company also adds a new project at a prime location in New Delhi. The company announces a new redevelopment project in Malad, Mumbai. The company enters new joint venture project in Pune. The company launches Affordable Housing in Ahmedabad. During the year, the company approved the scheme of amalgamation of two of its subsidiaries Godrej Developers Private Ltd with Godrej Projects Development Private Ltd. During the year, the company launches Townhomes in Bengaluru and also Godrej Oasis in Gurgaon. The company also acquired shares of Godrej Buildwell Private Limited (GBPL) by Godrej Projects Development Pvt Ltd. The company also inked agreement with Godrej & Boyce to develop a new project on the Eastern Express Highway, Vikhroli, Mumbai. In 2015, the company tied up with Snapdeal. During the year, the company also announced a township project in Pune. The company also added a large new residential project in Kolkata to its portfolio. The company launches a new project in Mumbai and also launches Godrej Prana project in Pune.On 30 September 2015, Godrej Properties announced that it has sold 435,000 sq. ft. of saleable area at its commercial project, Godrej BKC in Bandra-Kurla Complex (BKC), Mumbai. On 26 November 2015, Godrej Properties announced the launch of its flagship project, The Trees at Vikhroli in Mumbai. With an area of 34 acres, this is one of the largest real estate projects in Mumbai and is the first step towards the greater development opportunity that will unfold in Vikhroli. On 7 December 2015, Godrej Properties announced that it has sold 300 apartments within one week at The Trees, its flagship project in Vikhroli, Mumbai. This represents more than 80% of the 374 apartments it opened for sale in the first phase of this project. The value of apartments sold is in excess of Rs 700 crore making this Godrej Properties' most successful ever launch in terms of value of real estate sold. On 25 January 2016, Godrej Properties Ltd. (GPL) announced it has entered the Noida real estate market for the first time through a Development Management Agreement to develop a residential group housing project within Lotus Greens Sports City in Sector 150, Noida. On 21 March 2016, Godrej Properties announced the establishment of Godrej Fund Management (GFM), a dedicated funds management subsidiary. GFM has raised a USD 275 million (about Rs 1900 crore) pool of capital, Godrej Residential Investment Program II (GRIP II) with Dutch pension fund asset manager APG Asset Management N.V. (APG) as the lead investor. On 7 June 2016, Godrej Properties announced its entry into the Greater Noida real estate market with the announcement of its plan to develop a golf centric township in Sector 27, Greater Noida. Spread over 100 acres, this low density project will offer approximately 370,000 square meters (4 million sq. ft.) of saleable area and will be developed as a modern golf township comprising of a 9-hole golf course and villas amongst other lifestyle amenities. On 14 September 2016, Godrej Properties (GPL) announced that it has opened an international representative office in Singapore. The office is strategically located at One Fullerton Road in the heart of Singapore's key business district. With the opening of this new representative office, GPL's second international office after its first one was opened in Dubai two years ago, GPL will engage directly with the Indian diaspora located across Singapore and neighbouring geographies. On 4 January 2017, Godrej Properties announced that it has sold over 300 apartments within two months of launch at its project Godrej Greens in Pune. This represents more than 75% of the 400 apartments that were opened for sale, making this one of the most successful recent residential launches. On 17 April 2017, Godrej Properties announced that it has partnered with Taj Hotels Palaces Resorts Safaris to develop a world class Taj brand hotel at its flagship project, The Trees, in Vikhroli, Mumbai. The Taj at The Trees will offer approximately 150 guest rooms and suites along with world class dining, entertainment, and conferencing facilities. On 3 May 2017, Godrej Properties Ltd. (GPL) announced that it has sold over 1,000 apartments across three new project launches - Godrej Origins at The Trees in Mumbai, The Suites at Godrej Golf Links in Greater Noida, and Godrej 24 at Hinjawadi, Pune - since March 2017. On 19 March 2018, Godrej Properties Ltd. (GPL) announced that it has diluted part of its holding in the entity which is developing Godrej Two, the under construction Grade A commercial building located at The Trees in Vikhroli, Mumbai. Godrej Properties has entered into a deal with Godrej Fund Management (GFM) for a 50% stake in Godrej Two. On 8 June 2018, Godrej Properties Ltd. (GPL) announced that it has completed the allotment of 1.27 crore equity shares of Rs 5 each to GAMNAT Pte. Ltd., a GIC- managed investment firm. The total capital raised from this issue is Rs 1000 crore. In 2018-19, the Company launched 16 successful new project/phase. It added 11 new projects with saleable area of ~31 million sq. ft. in FY19 which includes GPL's largest ever deal in the Pune market. It delivered ~3.2 million sq. ft. across 5 cities in FY19. GPL's first precast plant was set up at Godrej Golf Links, NCR to reduce construction timelines. It also launched first ever plotted development in Bangalore. In 2019-20, the Company added 10 new projects with 19 million sq. ft. saleable area potential in aggregate located across Bangalore, National Capital Region and Mumbai. One of the key developments during the year was acquisition of 26 acres in Central Delhi from the Railway Land Development Authority with a saleable potential of 3.3 million sq ft. It added a plotted development in Faridabad, making it first company project in the city. On the operational front, it delivered 5.2 million sq. ft. across its projects. It launched 17 new projects/phases in FY20. Most notable of these were Godrej South Estate, Delhi with booking value of Rs. 510 crore and Godrej Nurture, Bengaluru with booking value of Rs. 316 crore. In year 2020-21, Company launched 11 projects/phases, including Sector 43 Noida, with a booking value of Rs. 509 crore and Godrej Royale Woods, Bengaluru, with a booking value of Rs. 371 crore. It added 4 new projects with saleable potential of around 6 million sq. ft. to its portfolio. One key achievement was the acquisition of 18 acres of land in Whitefield, Bengaluru, with saleable potential of 2.5 million sq. ft. The Company emerged the highest bidder in the CIDCO e-auctioning process for two adjacent plots in Sanpada, Mumbai. On the operational front, it delivered 6.5 million sq.ft across projects. The Company launched 16 new projects/phases in FY2021-22, including Godrej Woods in Noida. It added six new projects with saleable potential of around 9.33 million sq. ft. to its portfolio during the year. This includes planned development in Wadala in MMR (1.6 million sq. feet), Sarjapur 5 and Bannerghatta Road in Bangalore (4.9 million sq. feet), Pimpri-Chinchwad in Pune (1.70 million sq. feet), Sonipat and Connaught Place in NCR (1.13 million sq. feet). It delivered 6.4 million sq.ft across projects on the operational front. As on March 31, 2022, the Company had 84 current and upcoming projects with a total saleable area of 190 million sq ft., excluding Nagpur which was added in April 2022 with a focus on four core regions of Mumbai Metropolitan Region, National Capital Region, Pune and Bangalore. During the FY 2022-23, the Company launched 24 new projects/ phases, including Godrej Horizon in Mumbai and Godrej Splendour in Bengaluru. It launched 18 new projects with saleable potential of around 29 million sq. ft. to its portfolio during the year, 7 in MMR, 5 in NCR, 2 each in Bengaluru and Pune, and 1 each in Nagpur and Chennai. It launched Godrej Woods in Noida, Godrej Horizon in Mumbai, Godrej Splendour in Bengaluru, Godrej Woodsville in Pune and Other new plotted project, Godrej Orchard Estate in Nagpur.

Godrej Properties Ltd Chairman Speech

I hope this message finds you and your loved ones well. I am pleased to share that FY 23 was a landmark year for Godrej Properties as it recorded its best ever annual sales, cash collections, earnings, project deliveries and business development. We ended the year with sales bookings of Rs.12,232 Crore, 56% higher than the previous year. This was delivered on the back of strong volume growth of 40% to 15.21 million sq. ft. from the sale of over 12,500 homes. Your company is the only developer to achieve a booking value of more than Rs.2,000 crore a year across each of the 4 large markets of NCR, MMR, Bengaluru and Pune. Sustenance sales in the financial year grew by 25% to Rs.6,026 crore and sales from new launches increased by over 100% to Rs.6,206 crore.

Our robust sales performance has translated into the highest ever collections of Rs.8,991 crore for FY 23, representing a growth of 41% over what was our previous best year. This was backed by strong project completions of over ~10 million sq. ft for FY 23. Our total income increased by 26% and stood at Rs.3,017 crore and net profit increased by 62% to Rs.571 crore for FY 23.

In FY 23, we also delivered our best ever year for business development by adding 18 new projects with an estimated revenue potential of ~ Rs.32,000 crore, a 250% increase over FY 22. This provides us with a robust launch pipeline to build on the strong growth momentum achieved in FY 23. We believe the residential real estate sector in India will continue to grow fast in the years ahead providing opportunities for leading developers to both participate in sectoral growth while also gaining market share. These projects will play an important role in ensuring we are able to meet our aspiration of growing our sales at 20% a year while also providing us the opportunity to expand margin in line with our goal of achieving an ROE of 20%.

Our focus in the year ahead will be to exceed Rs.14,000 crore in booking value while delivering another record year for cash collections and project deliveries.

A significant priority area for the company in the year ahead will be to launch our recently acquired projects in a timely manner and continue our strong performance on sales and deliveries.

Demonstrating continued improvement on Net Promoter Score (NPS), which is a direct evaluation of our performance by our customers, remains a critical objective. In FY 23, we achieved an encouraging NPS score of 65%, an improvement from 55% in FY 22 with over 13,000 of our customers providing us this performance rating. We are committed to delivering quality across our projects and have set up an Integrated Quality Management Framework aimed at building our capabilities, strengthening our processes, and ensuring outstanding operational governance standards. This will be an area of tremendous focus in the year ahead.

We have committed to the Science Based Targets initiative (SBTi) for a net zero transition and we have set up internal targets that we hope to publish in the coming year. Alongside continuing our efforts towards robust environmental compliance and governance across our business activities, we also implemented the ISO 14001:2015 Environmental Management System (EMS) for all our project locations this year.

In a world that is facing climate change risks and environmental degradation, our purpose of bringing joy to the lives of our customers extends beyond providing them high quality homes. We believe that long term sustainability and joy go hand in hand. Hence, we are committed to running a sustainable business and will continue to strengthen ESG performance across our operations to make a positive impact on the world around us. Our commitment to address climate change highlights our climate action through prioritized measures involving mitigation, resilience, transparency, and collaboration, aimed to systematically address climate-related risks and leverage on emerging opportunities for the real estate sector.

Godrej Properties continues to be ranked #1 globally for the third consecutive year amongst residential developers by GRESB (Global Real Estate Sustainability Benchmark) - an industry driven organization which assesses Environmental, Social and Governance (ESG) performance of real estate assets globally. The company was recognized as the winner under both Environment and Social categories for the Real Estate and Infrastructure sectors at KPMG India's first ESG Conclave and Awards 2023. As of FY 23, 94.97% of our portfolio is certified under credible external green building rating systems like IGBC, GRIHA, LEED etc. in line with our commitment. The real estate industry is one of the largest contributors to emissions globally and climate action is an urgent imperative for our business. Last year, we reported that Godrej Properties was water positive and carbon neutral for Scope 1 and Scope 2 GHG emissions. This year, we have strengthened our efforts to include Scope 3 emissions through our supplier engagement program.

GPL has successfully utilized 100% of the CSR funds including unspent amounts from the previous years. Our work on waste management was recognized with the 'CSR Project of the Year award' under the Real Estate Sector at 7th Edition of Corporate Social Responsibility Summit and Awards 2023. Through our Building and Other Construction worker registration programs, 67,639 construction workers benefitted and through our solid waste management projects, over 13,000 tonnes of waste was diverted from landfill in FY 23.

We are committed to the health and safety of our employees and all stakeholders. GPL's Safety Management System is based on a proactive PDCA (plan-do-check-act) cycle with leadership commitment, consultation, and participation at all the levels and functions to achieve our 'Score Zero' aspiration. All our projects continue to comply with standard safety requirements and are ISO 45001:2018 certified for Occupational Health and Safety Management System (OH&SMS).

I am grateful to the team at Godrej Properties for their exceptional resilience, commitment, and ambition. We would like to thank our customers, joint venture partners and business associates for their continued support. Finally, we owe thanks to you, our shareholders, for your continued confidence in Godrej Properties.

Best wishes,

Executive Chairperson

Godrej Properties Limited

Godrej Properties Ltd Company History

Godrej Properties Ltd, the real estate development arm, belonging to the Godrej Group, is one of the leading real estate development companies in India. The company is focused on developing residential, commercial, retail and IT projects across cities like Mumbai, Pune, Bangalore, Kolkata and Hyderabad. Their business focuses on residential, townships, commercial complexes, office spaces, business centres, IT Parks and technology parks. The company is the subsidiary of Godrej Industries Ltd The company is a fully integrated real estate development company involved in all activities associated with the development of residential and commercial real estate. They undertake their projects through their in-house team of professionals and by partnering with companies with domestic and international operations. Godrej Properties is currently developing residential, commercial and township projects spread across approximately 14 million square meters (151 million square feet) in 12 cities. Godrej Properties Ltd was established in the year 1990 as a real estate development company within the Godrej Group business. The company was originally incorporated on February 8, 1985 as Sea Breeze Constructions and Investments Pvt Ltd. In the year 1990, the name of the company was changed to Godrej Properties and Investments Pvt Ltd. In the year 1991, the company changed their status to a public limited company. In May 1991, the company entered into their first project, namely Godrej Edenwoods at Thane in Mumbai. Initially, the company concentrated their operations in the Mumbai Metropolitan region and later they expanded to other cities such as Pune, Bengaluru, Kolkata, Hyderabad, Ahmedabad, Mangalore, Chandigarh, Chennai and Kochi. In the year 1994, they completed their first residential building, namely Cypress, a part of Godrej Edenwoods. In the year 1996, the company was awarded ISO 9002: 1994 certification by Bureau Veritas Quality International. In the year 1997, they completed their first commercial project, namely MGSM at Bandra in Mumbai. In the year 1999, they launched their first project in Pune, namely Godrej Millennium. In the year 2004, the company launched Godrej Woodsman Estate in Bangalore. In January 22, 2004, the company entered into a joint development agreement with Amco Batteries Ltd for development of land admeasuring 20.1 acres located at Hebbal Village in Bengaluru. The company changed their name from Godrej Properties and Investments Pvt Ltd to Godrej Properties Ltd with effect from November 23, 2004. In the year 2005, they executed agreement for the first project in Kolkata, namely Godrej Waterside. In the year 2006, they made a tie up with Rallis India Ltd for their first project in Hyderabad. During the year 2005-06, the company acquired two private limited companies, namely Godrej Waterside Properties Pvt Ltd and Godrej Realty Pvt Ltd. During the year 2006-07, they formed three new private limited companies, namely Godrej Real Estate Pvt Ltd, Godrej Developers Pvt Ltd and Godrej Sea View Properties Pvt Ltd. During the year 2007-08, the company took over a new company, namely Happy Highrises Ltd with effect from July 18, 2007. Also, they acquired 26.7 acres of land at B. T. Road, Kolkata. In December 18, 2007, the company entered into a joint development agreement with Esskay Properties and Investments Ltd for development of land admeasuring 9.18 acres located at Nagarur Village, Bengaluru. In February 15, 2008, the company entered into a joint development agreement with TCM Ltd for development of land admeasuring 21.66 acres located at Trikkakara North Village, Ernakulam District. In February 22, 2008, they entered into an MoU with Addison & Company Ltd, Chennai, for the development of land admeasuring 17.397 acres located at Chembarambakkam Village, Chennai into IT, commercial and residential buildings. During the year 2008-09, the company signed an MOU with the Ahmedabad Municipal Corporation for the development of a special township project at village Jagatpur, Gujarat. Also, they also signed an agreement for development of an integrated township at Kalyan, a suburb of Mumbai Metropolitan region. During the year, the company received the 'Corporate Governance of the Year' award in the 23rd Annual Awards for Excellence in Real Estate for the year 2008 held by Accomodation Times. During the year, the company sold their entire stake in Girikandra Holiday Homes and Resorts Ltd to Valuable Infrastructure Pvt Ltd for an amount of Rs 19.61 crores. Also, they diluted their stake in Godrej Developers Pvt Ltd by transferring 15,968 equity shares of Rs 10 each to Red Fort India Real Estate Babur at a premium of Rs 12,841.86 per equity share. In July 11, 2008, they formed a new wholly owned subsidiary, namely Godrej Estate Developers Pvt Ltd. In the year 2009, the company made a tie up with the Clinton Climate Initiative for their Godrej Garden City project in Ahmedabad. They executed an MoU with Godrej Industries Ltd to develop one of their forthcoming projects in Vikhroli, Mumbai. During the year 2009-10, the company entered the capital market with the initial public offer (IPO) of 9,429,750 equity shares of Rs 10 each. The shares were listed on the Bombay Stock Exchange Ltd and National Stock Exchange of India Ltd on January 5, 2010. During the year, the company successfully completed several projects, most notably the 1st Phase of Godrej Waterside - commercial project in Kolkata, Godrej Woodsman Estate - a residential project in Bengaluru and Godrej Coliseum in Mumbai.They launched mid-income residential projects in Ahmedabad and Kolkata. The Company commenced operations in Chandigarh, Chennai and Mangalore. During the year, the company signed MOU for development of project at Pune. They also signed an MOU with Godrej Industries Ltd and Godrej and Boyce Mfg. Company Limited for undertaking the development of a 36.5 acres project at Vikhroli, Mumbai. During the year, HDFC PMS, a real estate private equity fund, invested 49% each in subsidiaries, Godrej Estate Developers Pvt Ltd and Godrej Sea View Properties Pvt Ltd, for development of a commercial project, Godrej Eternia in Chandigarh and a residential project, Godrej Palm Grove in Chennai respectively. In Godrej Sea View Properties Pvt Ltd, 22.27% of the equity share capital out of 49% was transferred before March 31, 2010. Also, Milestone Real Estate Fund invested 49% in Happy Highrises Ltd, a subsidiary for development of Godrej Prakriti, a mix-use project in Kolkata. During the year 2010-11, the company successfully completed several residential projects in Mumbai, most notably Godrej Riverside in Kalyan, Godrej Edenwoods in thane, and Tower 5 of Planet Godrej in Mahalaxmi. They entered the NCR region, with the launch of their residential project Godrej Frontier, in Gurgaon in October 2010. They also launched new residential projects in Bengaluru and Mangalore. The company also launched Godrej Eternia and Godrej Genesis - commercial projects in Chandigarh and Kolkata respectively. In May 2010, the company transferred 26.73% of the equity share capital of Godrej sea View Properties Pvt Ltd to HDFc PMs in May 2010, and another 0.9% of the equity share capital through supplementary/ amendment agreements in December 2010. The company also acquired the entire paid up share capital of Udhay GK Realty Pvt Ltd from HDFc Ventures Trustee Company Ltd in March 2011. In May 2011, the company signed a development agreement with Capsulation Services Pvt Ltd to develop a plot of land admeasuring approximately 5895 square metres located at Deonar near Chembur in Mumbai as a residential project. In August 2011, the company through their wholly owned subsidiary Godrej Buildcon Pvt Ltd signed a development agreement with Jet Airways (India) Ltd for development of MMRDA leasehold land admeasuring 10309.58 sq. mtrs, situated at G-Block, Bandra-Kurla Complex, Bandra, Mumbai. In October 2011,, the company made a tie up with Universal Builders, wherein GPL will act as the development manager, for developing approximately 0.4 million square feet of residential villas, spread over 14.5 acres at Electronic City, Bengaluru. In 2012, the company has entered into a Development Management Agreement with R.R. Builders to redevelop a MHADA property in Byculla, Mumbai, through its wholly owned subsidiary Godrej Projects Development Private Limited (GPDPL). The company also completed the sale of first phase of its residential project based in Gurgaon, named as Godrej Summit during the year. In 2013, the company adds a large new project in Mumbai and in NCR. The company also adds a new project at a prime location in New Delhi. The company announces a new redevelopment project in Malad, Mumbai. The company enters new joint venture project in Pune. The company launches Affordable Housing in Ahmedabad. During the year, the company approved the scheme of amalgamation of two of its subsidiaries Godrej Developers Private Ltd with Godrej Projects Development Private Ltd. During the year, the company launches Townhomes in Bengaluru and also Godrej Oasis in Gurgaon. The company also acquired shares of Godrej Buildwell Private Limited (GBPL) by Godrej Projects Development Pvt Ltd. The company also inked agreement with Godrej & Boyce to develop a new project on the Eastern Express Highway, Vikhroli, Mumbai. In 2015, the company tied up with Snapdeal. During the year, the company also announced a township project in Pune. The company also added a large new residential project in Kolkata to its portfolio. The company launches a new project in Mumbai and also launches Godrej Prana project in Pune.On 30 September 2015, Godrej Properties announced that it has sold 435,000 sq. ft. of saleable area at its commercial project, Godrej BKC in Bandra-Kurla Complex (BKC), Mumbai. On 26 November 2015, Godrej Properties announced the launch of its flagship project, The Trees at Vikhroli in Mumbai. With an area of 34 acres, this is one of the largest real estate projects in Mumbai and is the first step towards the greater development opportunity that will unfold in Vikhroli. On 7 December 2015, Godrej Properties announced that it has sold 300 apartments within one week at The Trees, its flagship project in Vikhroli, Mumbai. This represents more than 80% of the 374 apartments it opened for sale in the first phase of this project. The value of apartments sold is in excess of Rs 700 crore making this Godrej Properties' most successful ever launch in terms of value of real estate sold. On 25 January 2016, Godrej Properties Ltd. (GPL) announced it has entered the Noida real estate market for the first time through a Development Management Agreement to develop a residential group housing project within Lotus Greens Sports City in Sector 150, Noida. On 21 March 2016, Godrej Properties announced the establishment of Godrej Fund Management (GFM), a dedicated funds management subsidiary. GFM has raised a USD 275 million (about Rs 1900 crore) pool of capital, Godrej Residential Investment Program II (GRIP II) with Dutch pension fund asset manager APG Asset Management N.V. (APG) as the lead investor. On 7 June 2016, Godrej Properties announced its entry into the Greater Noida real estate market with the announcement of its plan to develop a golf centric township in Sector 27, Greater Noida. Spread over 100 acres, this low density project will offer approximately 370,000 square meters (4 million sq. ft.) of saleable area and will be developed as a modern golf township comprising of a 9-hole golf course and villas amongst other lifestyle amenities. On 14 September 2016, Godrej Properties (GPL) announced that it has opened an international representative office in Singapore. The office is strategically located at One Fullerton Road in the heart of Singapore's key business district. With the opening of this new representative office, GPL's second international office after its first one was opened in Dubai two years ago, GPL will engage directly with the Indian diaspora located across Singapore and neighbouring geographies. On 4 January 2017, Godrej Properties announced that it has sold over 300 apartments within two months of launch at its project Godrej Greens in Pune. This represents more than 75% of the 400 apartments that were opened for sale, making this one of the most successful recent residential launches. On 17 April 2017, Godrej Properties announced that it has partnered with Taj Hotels Palaces Resorts Safaris to develop a world class Taj brand hotel at its flagship project, The Trees, in Vikhroli, Mumbai. The Taj at The Trees will offer approximately 150 guest rooms and suites along with world class dining, entertainment, and conferencing facilities. On 3 May 2017, Godrej Properties Ltd. (GPL) announced that it has sold over 1,000 apartments across three new project launches - Godrej Origins at The Trees in Mumbai, The Suites at Godrej Golf Links in Greater Noida, and Godrej 24 at Hinjawadi, Pune - since March 2017. On 19 March 2018, Godrej Properties Ltd. (GPL) announced that it has diluted part of its holding in the entity which is developing Godrej Two, the under construction Grade A commercial building located at The Trees in Vikhroli, Mumbai. Godrej Properties has entered into a deal with Godrej Fund Management (GFM) for a 50% stake in Godrej Two. On 8 June 2018, Godrej Properties Ltd. (GPL) announced that it has completed the allotment of 1.27 crore equity shares of Rs 5 each to GAMNAT Pte. Ltd., a GIC- managed investment firm. The total capital raised from this issue is Rs 1000 crore. In 2018-19, the Company launched 16 successful new project/phase. It added 11 new projects with saleable area of ~31 million sq. ft. in FY19 which includes GPL's largest ever deal in the Pune market. It delivered ~3.2 million sq. ft. across 5 cities in FY19. GPL's first precast plant was set up at Godrej Golf Links, NCR to reduce construction timelines. It also launched first ever plotted development in Bangalore. In 2019-20, the Company added 10 new projects with 19 million sq. ft. saleable area potential in aggregate located across Bangalore, National Capital Region and Mumbai. One of the key developments during the year was acquisition of 26 acres in Central Delhi from the Railway Land Development Authority with a saleable potential of 3.3 million sq ft. It added a plotted development in Faridabad, making it first company project in the city. On the operational front, it delivered 5.2 million sq. ft. across its projects. It launched 17 new projects/phases in FY20. Most notable of these were Godrej South Estate, Delhi with booking value of Rs. 510 crore and Godrej Nurture, Bengaluru with booking value of Rs. 316 crore. In year 2020-21, Company launched 11 projects/phases, including Sector 43 Noida, with a booking value of Rs. 509 crore and Godrej Royale Woods, Bengaluru, with a booking value of Rs. 371 crore. It added 4 new projects with saleable potential of around 6 million sq. ft. to its portfolio. One key achievement was the acquisition of 18 acres of land in Whitefield, Bengaluru, with saleable potential of 2.5 million sq. ft. The Company emerged the highest bidder in the CIDCO e-auctioning process for two adjacent plots in Sanpada, Mumbai. On the operational front, it delivered 6.5 million sq.ft across projects. The Company launched 16 new projects/phases in FY2021-22, including Godrej Woods in Noida. It added six new projects with saleable potential of around 9.33 million sq. ft. to its portfolio during the year. This includes planned development in Wadala in MMR (1.6 million sq. feet), Sarjapur 5 and Bannerghatta Road in Bangalore (4.9 million sq. feet), Pimpri-Chinchwad in Pune (1.70 million sq. feet), Sonipat and Connaught Place in NCR (1.13 million sq. feet). It delivered 6.4 million sq.ft across projects on the operational front. As on March 31, 2022, the Company had 84 current and upcoming projects with a total saleable area of 190 million sq ft., excluding Nagpur which was added in April 2022 with a focus on four core regions of Mumbai Metropolitan Region, National Capital Region, Pune and Bangalore. During the FY 2022-23, the Company launched 24 new projects/ phases, including Godrej Horizon in Mumbai and Godrej Splendour in Bengaluru. It launched 18 new projects with saleable potential of around 29 million sq. ft. to its portfolio during the year, 7 in MMR, 5 in NCR, 2 each in Bengaluru and Pune, and 1 each in Nagpur and Chennai. It launched Godrej Woods in Noida, Godrej Horizon in Mumbai, Godrej Splendour in Bengaluru, Godrej Woodsville in Pune and Other new plotted project, Godrej Orchard Estate in Nagpur.

Godrej Properties Ltd Directors Reports

The Directors have pleasure in presenting the Thirty- Eighth Directors' Report of Godrej Properties Limited ("Godrej Properties", "GPL" or "the Company") along with the financial statements for the financial year ended March 31, 2023.

Certain key aspects of the Company's performance (on a standalone basis) during the financial year ended March 31, 2023, as compared to the previous financial year are summarized below:

Your Company does not propose to transfer any amount to the reserves.

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations"), the Dividend Distribution Policy of the Company is available on the website of the Company at https://www.godrejproperties.com/investor/corporate- governance

The Board strongly believes that the current market scenario would offer attractive business development opportunities in the real estate sector and re-investing the capital in such opportunities would create more wealth and value for the shareholders in the long term. Accordingly, with a view to create the long term economic value, your Directors have not recommended any dividend for the year ended March 31, 2023.

During the financial year ended March 31, 2023, the Company issued and allotted 33,377 equity shares of Rs.5 each to its eligible employees on exercise of options granted under the Godrej Properties Limited Employee Stock Option Scheme, 2011 ("GPL ESGS").

As at March 31, 2023, the issued, subscribed and paid-up equity share capital of the Company stands at 27,80,21,444 equity shares of each. The Company has neither issued shares with differential rights as to dividend, voting or otherwise nor issued shares (including sweat equity shares) to the employees or Directors of the Company under any Scheme, other than GPL ESGS.

Godrej Properties delivered another record year in FY2022- 23 by achieving the highest sales in its history, surpassing the industry growth. This was driven by continued focus across bringing better products with consumer centric approach, delivering best in class quality consistently and enhancing customer's trust on the brand.

Godrej Properties achieved a sales volume of 15.2 million square feet and booking value of Rs.12,232 crore in FY2022- 23, resulting in a growth of 56% Y-o-Y. This was the highest recorded booking value in the history of the Company. This was evenly distributed across its four key geographies, each delivering more than 2 million sq. ft. sales and sales value of more than Rs.2,000 crore in all its four focus markets.

Godrej Properties launched 24 new projects/ phases in FY2022-23, including Godrej Horizon in Mumbai and Godrej Splendourin Bengaluru, both of which clocked around Rs.1,000 crore within a year of its launch. These remained amongst the most successful residential project launches for GPL The new project launches were complemented by Rs.6,026 crore of sustenance sales in FY2022-23 which, again was the highest ever for the company.

Godrej Properties added eighteen new projects with saleable potential of around 29 million sq. ft to its portfolio during the year, 7 in MMR, 5 in NCR, 2 each in Bengaluru and Pune, and 1 each in Nagpur and Chennai.

On the operational front, Godrej Properties successfully delivered -10.5 million sq.ft across projects. With this, Godrej Properties has now successfully delivered over ~32 million sq. ft in last five years. The Company's delivery record demonstrates its ability to operate at a large scale and keep pace with accelerating sales. Separately, Godrej Properties focused on exploring advanced construction technologies, improving Net Promoter Score (NPS) and design standardization.

Godrej Properties, among the most respected real estate developers in India, received 90 awards in FY 23. Accolades include Golden Peacock Award for Winner - CSR in Real Estate Category, ICAI International Sustainability Reporting Awards 2021-22 for Gender Equality (Gold Award), KPMG

ESG Conclave and Awards 2023 for Winner - Environmental & Social Initiatives (Infrastructure & Real Estate), Apex India Foundation Quality Excellence in the Construction sector (Platinum Award - Vikhroli Region), Indian Institute of Industrial Engineering (Gold Award - Safety).

For the financial year under review, on a consolidated basis, GPL's total income stood at Rs.3,039 crore, EBITDA was Rs.994 crore and net profit after tax and minority interest was Rs.571 crore.

Despite the interest rate hikes of ~250 bps in last 12 months, the home buying intent and sales momentum sustained with FY23 being the best-ever year in terms of sales booking for the industry. Hence, acceptance level of high-single digit mortgage rates remains very high. We have seen improvement in the prospects of real estate as volume and pricing is witnessing an uptick across geographies. Home buying is long-term asset where a strong affordability and financial strength (which is still better than pre-Covid levels) shall supersede the natural rate-cycle, especially if demand is driven by end use.

Consolidation in the residential real estate sector has only accelerated over the last few years amid regulatory changes like demonetisation, RERA, NBFC liquidity crisis, leading to an increase in the market share of branded organized players such as your Company. Given the pace of urbanization and rising per capita disposable incomes, Godrej Properties remains optimistic about the long-term prospects in real estate. Consumer sentiment has remained robust, which will result in a multi-year residential real estate upcycle, provided price increase is disciplined. Your Company is poised for a high growth trajectory with a strong brand, pan-India presence and demonstrated track record.

In the post pandemic era, the customer focus on product proposition and quality is very strong. Increasingly, there has been disproportionate focus by the large organised developers on better design as per customer preference, best in class experience and superior quality.

While continuing its focus on the four key markets of Mumbai, National Capital Region, Bengaluru and Pune, the company is now also looking to enter peripheral markets and tier 2 cities through plotted developments. Godrej Properties shall seek to drive profitability, improve customer experience and continue to adopt digital technologies. Moreover, operational momentum for your company is likely to be sustained by its healthy Balance Sheet and robust project pipeline.

There have been no material changes and commitments affecting the financial position of the Company which have occurred between March 31, 2023 and the date of this Report, other than those disclosed in this Report. There has been no change in the nature of business of your Company.

Your Company's equity shares are available for dematerialisation through National Securities Depository Limited and Central Depository Services (India) Limited. As on March 31, 2023, 99.99% of the equity shares of the Company were held in dematerialised form.

As required under Section 92 of the Companies Act, 2013 (the "Companies Act") the Annual Return for the financial year ended March 31, 2023 is available on the website of the Company and can be accessed at https://www. godrejproperties.com/investor/annual-reports.

The Board met 5 (five) times in the financial year ended March 31, 2023 on May 03, 2022, June 24, 2022, August 02, 2022, November 09, 2022 and February 02, 2023. The details of the attendance of Directors at the Board Meetings during the financial year 2022-23 are given in the Corporate Governance Report.

The Directors hereby confirm that: i. in the preparation of the annual financial statements for the financial year ended March 31, 2023, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

11. they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2023 and of the profits of the Company for the financial year ended on March 31, 2023.

iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act and rules made thereunder, as amended, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. they have prepared the Annual Financial Statements for financial year ended March 31, 2023 on a ‘going concern' basis.

v. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and have been operating efficiently.

vi. they have devised proper systems to ensure compliance with provisions of all applicable laws and that such systems were adequate and operating effectively.

In accordance with the Articles of Associations of the Company and the provisions of Section 152 of the Companies Act, Mr. Pirojsha Godrej (DIN: 00432983) will retire by rotation at the ensuing AGM and being eligible, has offered himself for re-appointment. The resolution seeking Members' approval for his re-appointment forms part of the AGM Notice. The Board of Directors of your Company has recommended his appointment at the ensuing AGM.

During the financial year 2022-23, Mr. Mohit Malhotra (DIN: 07074531) resigned from the position of Managing Director and Chief Executive Officer of the Company from the close of business hours on December 31, 2022. The Board places on record its sincere appreciation and gratitude for the tremendous contribution made by Mr. Mohit Malhotra during his tenure as Managing Director and Chief Executive Officer of the Company. Consequent to his resignation, he also ceased to be a member of Stakeholder Relationship Committee, Corporate Social Responsibility Committee, Risk Management Committee, Allotment Committee and Management Committee.

Based on the recommendation of the Nomination and Remuneration Committee and Board of Directors, Mr. Gaurav Pandey (DIN: 07229661) was appointed as the Managing Director & Chief Executive Officer of the Company for a period of 3 consecutive years commencing from January 01, 2023, pursuant to Sections 196, 197, 198 and 203 of the Companies Act and the rules made thereunder and other applicable provisions of SEBI LODR Regulations. The Members have approved his appointment by means of Postal Ballot on December 12, 2022.

The tenure of Mr. Pranay Vakil (DIN: 00433379) as an Independent Director of the Company was completed at the conclusion of the 37^th Annual General Meeting (AGM) of the Members of the Company held on August 02, 2022. Accordingly, Mr. Pranay Vakil ceased to be the Director of the Company with effect from August 02, 2022. Consequently, he also ceased to be a Member of Audit Committee, Nomination and Remuneration Committee and Corporate Social Responsibility Committee. The Board places on record its gratitude for the valuable contribution made by Mr. Pranay Vakil during his tenure as an Independent Director.

The Board of Directors, upon recommendation of the Nomination and Remuneration Committee, appointed Dr. Indu Bhushan (DIN: 09302960) as an Additional Independent Director on the Board of the Company with effect from May 03, 2022. His appointment was approved by the members by means of Postal Ballot on July 04,2022 for a period of 5 consecutive years with effect from May 03, 2022 till May 02, 2027.

Pursuant to the provisions of Section 203 of the Companies Act, the Key Managerial Personnel of the Company as at the date of this Report are Mr. Pirojsha Godrej (DIN: 00432983) - WholeTime Director designated as Executive Chairperson, Mr. Gaurav Pandey (DIN: 07229661) - Managing Director & Chief Executive Officer, Mr. Rajendra Khetawat - Chief Financial Officerand Mr. Ashish Karyekar - Company Secretary & Compliance Officer.

Save and except the above, there were no changes in the Directors or Key Managerial Personnel of the Company during the year under review.

The Independent Directors of the Company have submitted the declaration of independence as required under Section 149(7) of the Companies Act, confirming that they meet the criteria of independence under Section 149(6) of the Companies Act and Regulation 16 of SEBI LODR Regulations. In the opinion of the Board, the Independent Directors fulfill the conditions specified in these regulations and are independent of the management. There has been no change in the circumstances affecting their status as Independent Directors of the Company.

The Board is also of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise in the field of finance, strategy, auditing, tax, risk advisory, financial services and infrastructure and real estate industry and they hold the highest standards of integrity.

In compliance with rule 6(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors have included their names in the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs. Since all the Independent Directors of the Company have served as directors in listed companies or are in the pay scale of Director or equivalent in the Ministry of Department of the Central Government for a period not less than three years, they are not required to undertake the proficiency test as per Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

The policy on appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Directors, Key Managerial Personnel and Senior Management and other matters provided under Section 178(3) of the Companies Act, is appended as Annexure I to this Report and also is available on the website of the Company at https://www.godrejproperties. com/investor/corporate-governance.

The Company conducted a formal Board Effectiveness Review as part of its efforts to evaluate, identify improvements and enhance the effectiveness of the Board, its Committees and individual directors. This was in line with the requirements mentioned in the Companies Act and the SEBI LODR Regulations.

The Corporate HR team of Godrej Industries Limited and Associate Companies ("GILAC") worked directly with the Executive Chairperson and the Nomination & Remuneration Committee of the Board, to design and execute this process which was adopted by the Board. Each Board Member completed a confidential online questionnaire, providing vital feedback on how the Board currently operates and how it might improve its effectiveness.

The survey comprised four sections and compiled feedback and suggestions on:

• Board processes (including Board composition, strategic orientation and team dynamics);

• Individual committees;

• Individual Board members; and

• Chairperson's Feedback Report

The performance evaluation criteria for independent directors included a check on their fulfillment of the independence criteria and their independence from the management.

The following reports were created as part of the evaluation:

• Board's Feedback Report

• Individual Board Member's Feedback Report

• Chairperson's Feedback Report

The overall Board Feedback Report was facilitated by Mr. Amitava Mukherjee along with the Independent Directors. The Directors were vocal about the Board functioning effectively but also identified areas that show scope for improvement. The feedback of Individual Committees and Board Members was shared with the Executive Chairperson. Following his evaluation, Executive Chairperson's Feedback Report was also compiled.

The Company conducts familiarization programs for Independent Directors to enable them to understand their roles, rights and responsibilities. The Independent Directors when they are appointed are given a detailed orientation on the Company, industry, strategy, policies and Code of Conduct, regulatory matters, business, financial matters, human resource matters and corporate social responsibility initiatives of the Company. Presentations are also made at the Board and committee meetings which facilitates them to clearly understand the business of the Company and the environment in which the Company operates. Operational updates are provided for them to have a good understanding of Company's operations, businesses and the industry as a whole. They are periodically updated on material changes in regulatory framework and its impact on the Company. The Company's Policy of conducting familiarisation program has been disclosed at the website of the Company at https://www.godrejproperties.com/ investor/corporate-governance.

The details of loans given, investments made, guarantees given and securities provided by the Company during the financial year under review form parts of the notes to the standalone financial statements provided in this Annual Report.

The Company has formulated a policy on related party transactions which is also available on the website of the Company at https://www.godreiproperties.com/investor/ corporate-governance. All related party transactions are placed before the Audit Committee for reviewand approval. Prior omnibus approval is obtained for related party transactions on a quarterly basis for transactions which are of repetitive nature and/or entered in the ordinary course of business and are at an arm's length basis.

All related party transactions entered during the year were in the ordinary course of the business and at an arm's length basis. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3)(h) of the Companies Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is not applicable to the Company for FY 2022-23. However, in terms of Regulation 23 of SEBI LODR Regulations, the Company had obtained the approval of the members of the Company by ordinary resolution through postal ballot, the results of which were declared on July 05, 2022 and March 24, 2023, for entering into material related party transactions with its Special Purpose Vehicles which are considered as its related parties. Accordingly, the details of the material related party transactions entered into during the year have been reported in Form AOC-2, which is given in Annexure II to this Report.

The attention of Members is drawn to the disclosures of transactions with related parties set out in Notes to Accounts (Note No. 44) forming part of the standalone financial statements. Transactions with a person or entity belonging to the promoter/ promoter group which holds 10% or more shareholding in the Company as required under Schedule V, Part A (2A) of SEBI LODR Regulations are given as Note No. 44 (on Related Party Transaction) forming part of the standalone financial statements.

The particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Companies Act read with the Companies (Accounts) Rules, 2014 are appended as Annexure III to this Report.

The Company has constituted a Risk Management Committee consisting of members of the Board and key executives of the Company to identify, assess, monitor and mitigate business risks. The composition of the Committee is in compliance with Regulation 21 of the SEBI LODR Regulations. The business divisions identify the risks at both the enterprise level and project level and address them through mitigating actions on a continual basis.

The business risks identified are reviewed by the Risk Management Committee and its implementation is monitored. The key risks and mitigation actions are then placed before the Audit Committee of the Company.

The Risk Management Policy of the Company is available on the website of the Company at https://www. godreiproperties.com/investor/corporate-governance

A Corporate Social Responsibility ("CSR") Committee has been constituted in accordance with Section 135 of the Companies Act. The details required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, with respect to the CSR Committee and an Annua I Report on CSR activities undertaken during the financial year ended March 31, 2023 are appended as Annexure IV to this Report. The CSR Policy is available on the website of the Company at https://www.godrejproperties.com/ investor/corporate-governance

The Company has not participated in any direct or indirect political contributions and/ or charitable contributions/ sponsorships.

As at March 31, 2023, the Company had 20 unlisted subsidiaries under the Companies Act, namely, Godrej Realty Private Limited, Godrej Garden City Properties Private Limited, Prakritiplaza Facilities Management Private Limited, Godrej Prakriti Facilities Private Limited, Godrej Genesis Facilities Management Private Limited, Godrej Projects Development Limited, Godrej Hillside Properties Private Limited, Godrej Highrises Properties Private Limited, Citystar Infraprojects Limited, Godrej Residency Private Limited, Godrej Home Developers Private Limited, Godrej Skyline Developers Private Limited, Godrej Redevelopers (Mumbai) Private Limited, Godrej Precast Construction Private Limited, Godrej Green Woods Private Limited, Godrej Properties Worldwide INC, Godrej Living Private Limited, Ashank Land & Building Private limited, Wonder City Buildcon Limited (formerly known as Wonder City Buildcon Private Limited) and Godrej Home Constructions Limited (formerly known as Godrej Home Constructions Private Limited).

The audited financial statements of all the subsidiaries are available on the website of the Company www. godrejproperties.com. The Company will make these documents available to Members upon request made by them.

As at March 31, 2023, Godrej Greenview Housing Private Limited, Wonder Projects Development Private Limited, Godrej Real View Developers Private Limited, Pearlite Real Properties Private Limited, Godrej One Premises Management Private Limited, Godrej Green Homes Private Limited, Godrej Macbricks Private Limited, Vivrut Developers Private Limited, Vagishwari Land Developers Private Limited, Yerwada Developers Private Limited and Madhuvan Enterprises Private Limited* are associate companies of the Company.

During the financial year under review, Ashank Land and Building Private Limited became a subsidiary of the Company with effect from May 19, 2022 and Wonder City Buildcon Limited and Godrej Home Constructions Limited became subsidiaries of the Company with effect from March 29, 2023. Yujya Developers Private Limited ceased to be an Associate entity of the Company on account of its merger with Madhuvan Enterprises Private Limited vide order of Hon'ble National Company Law Tribunal, Bengaluru Bench, dated March 16, 2023.

*Share allotment pending as on March 31, 2023.

The Company is a partner in the following LLPs as of March 31, 2023:

1. Godrej Property Developers LLP

2. Mosiac Landmarks LLP

3. Dream World Landmarks LLP

4. Oxford Realty LLP

5. Godrej SSPDL Green Acres LLP

6. M S Ramaiah Ventures LLP

7. Oasis Landmarks LLP

8. Caroa Properties LLP

9. Godrej Amitis Developers LLP

10. Godrej Construction Projects LLP

11. Godrej Housing Projects LLP

12. Mahalunge Township Developers LLP

13. Godrej Developers & Properties LLP

14. Godrej Highrises Realty LLP

15. Godrej Project Developers & Properties LLP

16. A R Landcraft LLP

17. Godrej Highview LLP

18. Prakhhyat Dwellings LLP

19. Godrej Skyview LLP

20. Godrej Green Properties LLP

21. Maan - Hinje Township Developers LLP

22. Godrej Projects (Soma) LLP

23. Godrej Projects North Star LLP

24. Godrej Projects North LLP

25. Godrej Reserve LLP

26. Godrej Athenmark LLP

27. Godrej Vesta mark LLP

28. Godrej Irismark LLP

29. Manjari Housing Projects LLP

30. Rosebery Estate LLP

31. Embellish Houses LLP

32. Godrej City Facilities Management LLP

33. Suncity Infrastructure (Mumbai) LLP

34. Godrej Florentine LLP

35. Godrej Odyssey LLP

36. Godrej Olympia LLP

37. Ashank Realty Management LLP

38. Ashank Facility Management LLP

39. Manyata Industrial Parks LLP

40. Universal Metro Properties LLP

As at March 31, 2023, Godrej Projects Development Limited and Oasis Landmarks LLP are considered as material unlisted Indian subsidiaries under Regulation 24 of SEBI LODR Regulations.

As required under SEBI LODR Regulations and Section 129 of the Companies Act, the consolidated financial statements have been prepared by the Company in accordance with the applicable accounting standards and form part of the Integrated Annual Report. A statement containing the salient features of the Financial Statements of the subsidiaries, joint ventures and associate companies of the Company in Form AOC-1 as required under Rule 5 of the Companies (Accounts) Rules, 2014 form part of the notes to the financial statements. The highlights of the performance of subsidiaries, associates and joint venture companies and their contribution to the overall performance of the Company are given as Annexure A in consolidated financials.

The Company has not accepted any deposits from its Directors.

There are no significant and material orders passed by the regulators/ courts/ tribunals which would impact the going concern status of the Company and its future operations.

The Company has an internal financial control system commensurate with the size, scale and complexity of its operations. The internal controls over financial reporting have been identified by the management and are checked for effectiveness across all locations and functions by the management and tested by the Auditors on a sample basis. The controls are reviewed by the management periodically and deviations, if any, are reported to the Audit Committee periodically.

The Audit Committee comprises of 4 (four) Independent Directors, viz. Mr. Amitava Mukherjee (Chairperson), Mrs. Lalita D. Gupte, Ms. Sutapa Banerjeeand Dr. Indu Bhushan. The composition of the Audit Committee is in compliance with the requirements of Section 177 of the Companies Act and Regulation 18 of SEBI LODR Regulations. The details of the role and responsibilities of the Audit Committee, the particulars of meetings held and attendance of the members at such meetings are given in the report on Corporate Governance, which forms part of the Integrated Annual report. During the Financial Year under review, the recommendations made by the Audit Committee were accepted by the Board.

The Company has established a vigil mechanism for directors, employees and other stakeholders to report their genuine concerns, details of which have been given in the Corporate Governance Report forming part of this Integrated Annual Report.

On the recommendation of the Audit Committee and the Board of Directors, the Members at the 37^th Annual General Meeting held on August 02, 2022 had re-appointed M/s. BSR & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), as the Statutory Auditors for the second term of five consecutive years i.e. from the conclusion of the 37^th Annual General Meeting till the conclusion of the 42^nd Annual General Meeting of the Company to be held in the year 2027.

The Report issued by M/s. BSR & Co. LLP on the financial statements of the Company for the financial year ended March 31, 2023 forms part of the Integrated Annual Report. There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. BSR & Co. LLP, Statutory Auditors, in their report.

As required under Rule 8(5)(ix) of the Companies (Accounts) Rules, 2014, the Company confirms that it has prepared and maintained cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act for the financial year ended March 31, 2023.

Pursuant to Section 148 of the Companies Act, the Board of Directors of the Company has, on the recommendation of the Audit Committee, appointed M/s. R Nanabhoy & Co, Cost Accountants, as Cost Auditors of the Company forthe financial year 2023-24 at a remuneration as mentioned in the Notice convening the AGM. The Company has received their written consent that the appointment is in accordance with the applicable provisions of the Companies Act and rules framed thereunder. The Cost Auditors have confirmed that they are not disqualified to be appointed as the Cost Auditors of the Company for the financial year 2023-24.

As required under the Companies Act, the remuneration payable to Cost Auditors must be placed before the Members at a general meeting for ratification. Hence, a resolution for the same forms part of the Notice of the ensuing AGM.

The Board of Directors of the Company has appointed M/s. A K Jain & Co., Practicing Company Secretary, to conduct the Secretarial Audit and his Report on Company's Secretarial Audit is appended to this Report as Annexure V.

There are no qualifications, reservations oradverse remarks or disclaimers made by M/s. A K Jain & Co., Company Secretary in practice, in their Secretarial Audit Report for the financial year 2022-23.

The Company's unlisted material subsidiary company-Godrej Projects Development Limited ("GPDL") undergoes Secretarial Audit. A copy of the Secretarial Audit Report of GPDL is available on the website of the Company.

The Annual Secretarial Compliance Report as required under Regulation 24Aof SEBI LODR Regulations has been submitted to the stock exchanges within 60 days of the end of the financial year.

The Company has complied with Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and adopted under the Companies Act.

During the financial year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its officers or employees to the Audit Committee or to the Central Government under Section 143(12) of the Companies Act, details of which needs to be mentioned in this Report.

The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2) of SEBI LODR Regulations, is appended to this Report.

The Company is committed to maintaining the highest standards of Corporate Governance and adhering to the Corporate Governance requirements as set out by the Securities and Exchange Board of India ("SEBI"). The Report on Corporate Governance as stipulated under SEBI LODR Regulations forms part of the Integrated Annual Report. A certificate from the M/s. B N P & Associates, Company Secretaries in practice, confirming compliance with the conditions of Corporate Governance as stipulated under Schedule V to SEBI LODR Regulations and applicable provisions of the Companies Act forms part of the Corporate Governance Report.

The Company has constituted an Internal Complaints Committee as required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH"). The details required to be disclosed under POSH form part of the Corporate Governance Report.

Disclosures with respect to the remuneration of directors and employees as required under Section 197(12) of the Companies Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("Remuneration Rules") has been appended as Annexure VI to this Report. As per the second proviso to Section 136(1) of the Companies Act and the second proviso of Rule 5 of the Remuneration Rules, the Directors' Report and Financial Statements are being sent to the Members of the Company excluding the statement of particulars of employees under Rule 5(2) and (3) of the Remuneration Rules. If any Member is interested in obtaining a copy thereof, the Member may write to the Company Secretary, whereupon a copy would be sent to such Member.

As required in terms of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the disclosure relating to Godrej Properties Limited Employee Stock Grant Scheme, 2011 ("GPL ESGS") is appended as Annexure VII to this Report.

The Business Responsibility & Sustainability Report for the financial year ended March 31, 2023 as stipulated under Regulation 34(2) of SEBI LODR Regulations is attached as part of the Integrated Annual Report.

Pursuant to the provisions of Section 124 of the Companies Act, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is transferred to the Investor Education and Protection Fund ("IEPF"). The equity shares in respect of which dividend has remained unpaid/unclaimed for a period of seven consecutive years are also transferred by the Company to the designated Demat Account of the IEPF Authority.

One of the home buyers in the project Godrej Icon, Gurgaon being developed by Oasis Landmarks LLP (wherein Godrej Properties Limited is a partner) had filed an application with NCLT, Mumbai under Insolvency and Bankruptcy Code, 2016 against GPL for a refund of Rs.28.82 lakh against cancellation of flat booking. The Petitioner subsequently filed a Memorandum for withdrawal of the application. Accordingly, NCLT by its order dated October 14, 2022 closed the matter as withdrawn.

There were no other applications made or any proceedings pending against the Company under Insolvency and Bankruptcy Code, 2016 during the financial year.

During the financial year under review, there were no instances of one-time settlement with any Bank or Financial Institution.

The details of the credit ratings awarded to the Company are provided in the Corporate Governance Report forming part of the Integrated Annual Report.

The Company has drawn up an Integrated Annual Report that provides both financial and non-financial information, including the organisation's strategy, governance framework, performance and prospects of value creation based on six forms of capital based on the GRI standards.

The Directors take pleasure in informing the Members that the Company, its people and projects were acknowledged with several awards and ratings during the financial year ended March 31, 2023. The details of the awards received are given in the Integrated Annual Report.

The Directors wish to place on record their appreciation and sincere thanks to the customers, joint venture partners, shareholders, banks, financial institutions, fixed deposit holders, vendors and other associates who through their continued support and cooperation, have helped, as partners, in the Company's progress. The Directors also acknowledge the hard work, dedication and commitment of the employees for the growth of the Company and look forward to their continued involvement and support.

Executive Chairperson

(DIN: 00432983)

Place: Mumbai

Date: May 03, 2023

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