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Director's Report


Change Company Name
Sobha Ltd
Construction
BSE Code 532784 ISIN Demat INE671H01015 Book Value 248.61 NSE Symbol SOBHA Div & Yield % 0.18 Market Cap ( Cr.) 16,048.18 P/E 318.27 EPS 5.02 Face Value 10

Dear Members,

The Board of Directors are pleased to present the 29th Annual Report on the business and operations of the Company together with the Audited Financial Statements for the year ended March 31,2024.

FINANCIAL HIGHLIGHTS
Particulars Standalone Consolidated
2023-24 2022-23 2023-24 2022-23
Total Revenue 32,226.45 34,258.65 32,178.82 34,024.33
Operating Expenditure 28,401.88 29,879.04 28,199.23 29,405.97
Earnings before Interest, Depreciation and Amortisation 3,824.57 4379.61 3,979.57 4,618.36
Depreciation and Amortisation 741.83 638.71 782.21 678.37
Finance Cost 2,399.10 2,423.80 2455.06 2,490.24
Profit Before Tax 683.64 1,317.10 742.27 1,449.75
Tax Expenses 217.95 364.21 251.14 407.70
Profit after Tax 465.69 952.89 491.13 1,042.05

BUSINESS AND OPERATIONS

A. BUSINESS OVERVIEW

SOBHA primarily operates across the following

business verticals:

• Real Estate - Development of residential and commercial properties under SOBHA brand name.

• Contractual - EPC (Engineering, procurement and construction) contracts catering to external institutional clients.

• Manufacturing - Construction related production capabilities like Concrete, Glazing, Interiors etc., supporting in-house projects as well servicing external clients.

• Retail - Manufacturing and sale of Mattresses and other home furnishing related product and packages.

A summary of completed and ongoing projects as on March 31, 2024 has been provided in the Management Discussion and Analysis Report titled 'Management Report' which forms a part of the Annual Report.

B. FINANCIAL OVERVIEW

Standalone

During financial year 2023-24, the Company had

on a standalone basis, earned total revenues of 732,226.45 as compared to 734,258.65 million in the previous year. The Profit before Tax during the year was 7683.64 million as against ?1317.10 million in the previous year, and Profit after Tax during the year was 746 5.69 million as against 7952.89 million in the previous year.

Consolidated

The consolidated revenues of the Company during the financial year 2023-24 were 732,178.82 million, decrease of 5.42 per cent from the previous year. The Profit before Tax decreased by 48.80 per cent and Profit after Tax (after considering minority interest) decreased by 52.87 per cent as compared to the financial year 2022-23.

Transfer to Reserves

Your Directors propose to transfer 746.57 million of the current profits to the General Reserve.

Dividend

The Company aims to follow a consistent dividend pay-out while striving to achieve a trade-off between deployment of internal accruals for growth and the payment of dividend.

The Board of Directors, subject to the approval of the shareholders at the ensuing Annual General

Meeting are pleased to recommend a dividend of ?3 per equity share of ?10 each.

Material Changes and Commitments

In terms of Section 134(3) of the Act, except as disclosed elsewhere in this report, no material changes and commitments which could effect the Companies financial position have occurred.

C. OPERATIONAL OVERVIEW

Completed Projects

During the year under review, the Company executed and handed over 5.63 million square feet real estate projects and 1.49 million square feet of contractual projects resulting in an aggregate development of 7.12 million square feet.

The Company has completed construction of 128 million square feet of area since its inception.

Ongoing Projects

The Company currently has real estate projects aggregating 34.33 million square feet of developable area. It has 4.05 million square feet of ongoing contractual projects which are in various stages of construction.

The Company has a geographic footprint in 27 cities across 14 states in India.

Management Discussion and Analysis Report

In accordance with the requirements of the Listing Regulations, the Management Discussion and Analysis Report titled 'Management Report' is presented in a separate section in the Annual Report. The shareholders may refer to management report to gain more understanding on industry in which the Company operates, operations of the Company and various other aspects including risks and concerns, outlook and internal controls.

SUBSIDIARIES, JOINT VENTURES, AND ASSOCIATES

FINANCIAL POSITION AND PERFORMANCE OF SUBSIDIARIES, JOINT VENTURES, AND ASSOCIATES

In terms of Section 134 of the Act and Rule 8(1) of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Subsidiaries, Joint Ventures and Associates of the Company in Form AOC-1, forms part of Annual Report. Pursuant to the provisions of Section 136 of the Act

read with Regulation 46 of the Listing Regulations, Audited Financial Statements of the Company, including Consolidated Financial Statements, other documents required to be attached thereto and Audited Financial Statements of each of the subsidiaries, are available on the website of the Company and may be accessed at https://www.sobha.com/investor-relations/#downloads

CHANGES IN SUBSIDIARIES, JOINT VENTURES, AND ASSOCIATES

As on date, the Company has seven direct subsidiaries and five step-down subsidiaries. The Company also has an economic interest in a partnership firm, Sobha City, which has 6 subsidiaries. During the year under review, C.V.S. Tech Park Private Limited (Associate Company) has become the wholly owned subsidiary with effect from February 14, 2024.

CAPITAL STRUCTURE

A. SHARE CAPITAL

The authorized share capital of the Company is ?2,000,000,000 divided into 150,000,000 equity shares of ?10 each and 5,000,000 preference shares of ?100 each. At the beginning of the year under review, the issued, subscribed, and fully paid up capital was ?948,458,530 divided into 94,845,853 equity shares of ?10 each. During the year under review the Company has neither issued equity shares with differential rights as to dividend, voting or otherwise nor shares (including sweat equity shares) to employees of the Company under any scheme. Further, the Company has not issued convertible or non-convertible securities or warrants and has not held any shares in trust for the benefit of employees where the voting rights are not exercised directly by the employees. The Company has not bought back any of its securities during the year. There was no change in the issued, subscribed, and fully paid up share capital of the Company during the year under review.

B. PROPOSED RIGHTS ISSUE

The Board of Directors of the Company (the "Board"), at its meeting held on January 22, 2024 considered and approved the issuance of equity shares of the Company (the "Equity Shares") for an amount not exceeding ?2,000 Crore (Rupees Two Thousand crore) by way of a rights issue to the eligible equity shareholders of the Company. The Company envisaged the proposed rights issue to be completed in the financial year 2024-25.

C. DEBENTURES

The Company has not issued debentures or bonds during the year under review. There were no outstanding debentures as on March 31, 2024.

D. DEPOSITS

The Company has neither invited nor accepted/ renewed any deposits from the public within the meaning of Section 73 and 74 of the Companies Act, 2013 (the "Act'') read with the Companies (Acceptance of Deposit) Rules, 2014, during the year under review. As such, no amount of principal or interest was outstanding as on the date of this report.

E. TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In compliance with Section 124 of the Act the dividends pertaining to financial year 2015-16 which were lying unclaimed with the Company were transferred to the Investor Education and Protection Fund during financial year 2023-24. The details of unclaimed dividends transferred to the Investor Education and Protection Fund have been depicted in the Corporate Governance Report which forms a part of the Annual Report.

As required under Section 124 of the Act and the Rules made thereunder, 1,993 (one thousand nine hundred and ninety-three) equity shares, in respect of which dividend had not been claimed by the shareholders for seven consecutive years or more, were transferred to the Investor Education and Protection Fund during the year under review. The details of the shares and shareholders are available on the Company's website.

BOARD OF DIRECTORS AND ITS COMMITTEES

A. COMPOSITION OF THE BOARD OF DIRECTORS AND ITS COMMITTEES

As on March 31, 2024, the Board of Directors of the Company comprised six Directors, four are Non-Executive Independent Directors including one-woman Independent Director, One Non Executive Non Independent Director and One Whole Time Director designated as Managing Director. The composition of the Board of Directors is in compliance with Regulation 17 of Listing Regulations and Section 149 of the Act.

B. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

No director has been appointed or ceased to be

a director of the Company during the year under review.

Mr. Vighneshwar G Bhat, Company Secretary & Compliance Officer (Key Managerial Personnel) resigned from the company and ceased to be the Company Secretary of the Company with effect from close of business hours on October 19, 2023. Mr. Bijan Kumar Dash was appointed at the Board Meeting held on November 06 2023, as the Company Secretary & Compliance Officer (Key Managerial Personnel) of the Company with effect from December 01, 2023.

C. NUMBER OF MEETINGS OF THE BOARD

During the year under review, the Board of Directors duly met five times on May 29, 2023, August 07, 2023, November 06, 2023, January 22, 2024, February 07, 2024. The maximum interval between any two meetings did not exceed 120 days, as prescribed under the Act.

D RE-APPOINTMENT OF DIRECTORS RETIRING BY ROTATION

Pursuant to the provision of the Section 152 of the Act, Mr. Ravi PNC Menon, Chairman and Non-executive Non-Independent Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for the re- appointment. The Board of directors based on the recommendation of the Nomination, Remuneration and Governance Committee has recommended the re-appointment of Mr. Ravi PNC Menon, as Director retiring by rotation.

The Notice convening the Annual General Meeting includes the proposal for the re-appointment of Mr. Ravi PNC Menon as a Director of the Company. A brief resume of Mr. Ravi PNC Menon has been provided as an Annexure to the Notice convening the Annual General Meeting. Specific information about Mr. Ravi PNC Menon's expertise in specific functional areas and the names of the Companies in which he holds directorship and membership/ chairmanship of the Board Committees has also been provided in the Notice convening the Annual General Meeting.

E. BOARD COMMITTEES

The Board has constituted different committees to assist the Board in effectively discharging its functions and responsibilities. These committees are being delegated different roles in line with the applicable provisions of the Act and Listing

Regulations, namely:

1. Audit Committee;

2. Nomination, Remuneration and Governance Committee;

3. Stakeholders Relationship Committee;

4. Corporate Social Responsibility Committee;

5. Risk Management Committee;

The details of the Committees including composition, terms of reference, meeting details etc., are provided in the Corporate Governance Report forming part of the annual report.

At the Board Meeting held on February 7, 2024, the share transfer committee of the Board constituted earlier was dissolved and the roles and responsibility of the share transfer committee were transferred to Stakeholders Relationship Committee. In addition to the above, the Board at its meeting held on January 22, 2024 constituted a "Right Issue Committee" of the Board to decide detailed terms and conditions of the Company's proposed rights issue and matters connected or incidental thereto.

The recommendations, if any, of these Committees are submitted to the Board for approval. During the year under review, the Board accepted the recommendations of the Committees.

F. SEPARATE MEETING OF INDEPENDENT DIRECTORS

In accordance with the provisions of the Act, a separate meeting of the Independent Directors of the Company was held on March 30, 2024.

G. PERFORMANCE EVALUATION

In terms of Section 134 (3) (p) read with Articles VII and VIII of Schedule IV of the Act, the annual performance evaluations of the Board and that of its statutory committees like Audit Committee, Stakeholders' Relationship Committee, Nomination Remuneration and Governance Committee, Corporate Social Responsibility Committee, Risk Management Committee, the Chairman, independent directors, and executive directors were carried out during the financial year 2023-24.

In order to evaluate the performance of the Board, Committees and individual directors the Nomination, Remuneration and Governance Committee (NRGC) has formulated criteria, pursuant to provisions of the Act, the Rules made thereunder and the Listing Regulations, as amended

from time to time. Evaluation of functioning of the Board, Committees, independent directors, executive director and the Chairman are based on internal questionnaire circulated amongst the Board members. While the Board evaluated its own performance as per the parameters laid down by the NRGC, the evaluation of Individual Directors was carried out as per the laid down parameters, anonymously in order to ensure objectivity. The Board assessed the performance and the potential of each of the independent directors with a view to maximizing their contribution to the Board. The independent directors of the Board also reviewed the performance of the Chairman, executive directors and the Board, at the separate meeting of the independent directors especially called for that purpose.

H. DIRECTORS' RESPONSIBILITY STATEMENT

According to the information and explanations obtained, pursuant to Section 134(5) of the Act, 2013, your Directors hereby confirm, that:

i. in the preparation of the annual accounts, 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 judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

iii. proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the annual accounts have been prepared on a going concern basis;

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

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

I. DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors in their respective disclosures have confirmed that they are independent of the Management and not aware of any circumstances or situation, which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties. Based on the disclosures received from Independent Directors, the Board of Directors has confirmed that they fulfilled conditions specified in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. Further, the Board is of the opinion that the Independent Directors of the Company uphold highest standards of integrity and possess requisite expertise and experience required to fulfil their duties as an Independent Directors.

J. CONFIRMATION BY DIRECTORS REGARDING DIRECTORSHIP/ COMMITTEE POSITIONS.

Based on the disclosures received, none of the Directors on the Board held directorships in more than ten public companies and none of the Independent Directors served as an Independent Director in more than seven listed entities as on March 31, 2024. Further, Whole-time Director of the Company did not serve as an Independent Director in any other listed company. Necessary disclosures regarding Committee positions in other public companies as on March 31, 2024, have been made by the Directors and reported in the Corporate Governance Report which forms part of the Annual Report.

AUDIT, AUDITORS AND ASSURANCE

A. STATUTORY AUDITOR

At the Twenty Seventh Annual General Meeting held on August 10, 2022 the members appointed M/s. Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) as Statutory Auditors of the Company, for a period of 5 years from the conclusion of 27th Annual General Meeting till the conclusion of the 32nd Annual General Meeting.

The Statutory Auditors performed the audit during the financial year 2023-24 and expressed an unmodified opinion in the audit reports with respect to audited financial statements for the financial year ended March 31, 2024. There are no qualifications or adverse remarks in the Statutory Auditors' Report which require any explanation from the Board of Directors.

B. SECRETARIAL AUDITOR

The Board of Directors, based on the recommendation of the Audit Committee, had appointed Nagendra D Rao, Practicing Company Secretary bearing Certif?cate of Practice Number 7731 as the Secretarial Auditor of the Company for the financial year 2023-24. The Secretarial Audit Report issued by Mr. Nagendra D Rao, in accordance with the provisions of Section 204 of the Act is provided separately in the Annual Report (Annexure A).

There are no qualifications or adverse remarks in the Secretarial Audit Report which require any explanation from the Board of Directors.

C. COST AUDITOR

The Board of Directors, based on the recommendation of the Audit Committee, have appointed M/s. Gudi Srinivasarao & Co., Cost Accountants bearing Firm Registration Number 004336 as the Cost Auditors of the Company for the financial year 2023-24. In terms of Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors for financial year 2023-24 is subject to ratification by the shareholders of the Company. The notice convening the Annual General Meeting contains the proposal for ratification of the remuneration payable to the Cost Auditors.

The Cost Audit Report for the financial year 202223 was filed with the Ministry of Corporate Affairs, New Delhi within the due date prescribed under the Companies (Cost Records and Audit) Rules, 2014. There are no qualifications or adverse remarks in the Cost Audit Report which require any explanation from the Board of Directors.

D. INTERNAL AUDIT AND INTERNAL FINANCIAL CONTROLS

The internal audit function is responsible for providing independent assurance with regard to the effectiveness, accuracy and efficiency of the internal control systems and processes in the Company. The internal audit function of the Company is being performed by inhouse internal audit team. The internal audit is carried out based on audit plan approved by the audit committee. Observations of the internal audit carried out by the audit team get reviewed quarterly at the audit committee meeting and actioned taken on the deviation get monitored to improve the efficiency in the overall business operation, processes and

governance. interna! Audit function helps the Company to accomplish its objectives by bringing a systematic, disciplined approach to evaluate and improve the effectiveness of risk management, control and governance processes.

There are adequate internal financial Controls in place with reference to the financial statements. During the year under review, the internal audit team and the Statutory Auditors tested these controls independently and no significant weakness was identified either in the design, implementation, maintenance and operations of the controls. A report issued by the Statutory Auditors, M/s. Walker Chandiok & Co LLP, on the Internal Financial Controls forms a part of the Annual Report.

E. REPORTING OF FRAUD BY AUDITORS:

The Statutory Auditors, Secretarial Auditor and Cost Auditors have not reported any instance of fraud in respect of the Company by its officers or employees under Section 143(12) of the Act.

CORPORATE GOVERNANCE AND POLICIES

A. CORPORATE GOVERNANCE

In accordance with Regulation 34(3) read with Schedule V of the Listing Regulations, a separate report on corporate governance forms part of this report.

A certif?cate from Mr. Nagendra D Rao, Practicing Company Secretary affirming compliance with the various conditions of corporate governance in terms of the Listing Regulations is given in Annexure B to this report.

B. CODE OF CONDUCT

The Company has laid down a Code of Conduct for the Directors as well as for all senior management of the Company. As prescribed under Regulation 17 of the Listing Regulations, a declaration signed by the Managing Director affirming compliance with the Code of Conduct by the Directors and senior management personnel of the Company for financial year 2023-24 forms part of the Corporate Governance Report.

C. NOMINATION AND REMUNERATION POLICY

The Nomination, Remuneration, and Governance Committee of the Board of Directors is responsible for recommending the appointment of the Directors and senior management to the Board of Directors

of the Company. The Company has in place a Nomination and Remuneration Policy containing the criteria for determining qualifications, positive attributes, and independence of a Director and policy relating to the remuneration for the Directors, Key Managerial Personnel, and senior management personnel of the Company. The committee also postulates the methodology for effective evaluation of the performance of Individual Directors, committees of the Board, and the Board as a whole which should be carried out by the Board, committee or by an independent external agency and review its implementation and compliance (The Nomination and Remuneration Policy is attached as Annexure C and is also available on the Company's website at https://www.sobha.com/ wp-content/uploads/2024/04/Nomination-and- Remuneration-Policy.pdf

D. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY AND FRAMEWORK OF THE COMPANY.

The Company's risk management is embedded in the business processes, integrated with all operations and functions, and monitored proactively. The Board has constituted Risk Management Committee ("RMC") to proactively oversight the risk management process to identify, assess and mitigate risks, in order to protect its business from existing and emerging risks, improve corporate governance and enhance stakeholders' value. The RMC lay down procedures for risk assessment and minimization. it shall serve as the "eyes and ears" for the Company which would ensure that the Company is insulated from risks both at the macro and micro level. The Board has formulated a risk management policy and ensures it implementation through different mechanism including internal audit. The RMC periodically reviews the various risks associated with the Company's business and recommends steps to be taken to control, monitor and mitigate the risk.

The members are requested to refer Management Discussion and Analysis Report forming part of this Report to know more about risk and concerns relating to industry.

E. CORPORATE SOCIAL RESPONSIBILITY POLICY

Over the past decades, the Company has been actively engaged in delivering maximum value to the society. The Company lays significant emphasis on the economic, social empowerment and sustainable development of the communities

around which it operates. The Company believes that its achievements do not refer only to its growth but also spread to society.

The Corporate Social Responsibility Policy, as formulated by the Corporate Social Responsibility Committee and approved by the Board of Directors is available on the Company's website at https:// www.sobha.com/wp-content/uploads/2024/04/ Sobha-CSR-Policy.pdf

In terms of Section 134 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the annual report on the Corporate Social Responsibility activities of the Company is given in Annexure D to this report.

F. DIVIDEND DISTRIBUTION POLICY

As per Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), top 1000 listed companies based on market capitalization are required to formulate a dividend distribution policy. Accordingly, the Company has adopted the Dividend Distribution Policy which sets out the parameters and circumstances which are to be considered by the Board in determining the distribution of dividend to its Members and/or retaining profits earned by the Company. The Company's Dividend Distribution Policy is available on the Company's website at https://www.sobha.com/wp-content/ uploads/2024/04/Sobha-Dividend-distribution- policy.pdf

G. VIGIL MECHANISM

The Company has established a vigil mechanism to promote ethical behaviour in all its business activities. It has in place a mechanism for employees and directors to report any genuine grievances, illegal and unethical behaviour, suspected fraud or violation of laws, rules, and regulations or conduct to the Vigilance Officer and the Audit Committee of the Board of Directors. The policy also provides for adequate protection to whistle blower against victimization or discriminatory practices. The policy is available on the Company's website at https:// www.sobha.com/wp-content/uploads/2024/04/ Vigil-Mechanism.pdf

During the year under review, the Company did not receive any complaints relating to unethical behaviour, actual or suspected fraud, or violation of the Company's Code of Conduct from any employee or Directors.

OTHER MATTERS

A. DISCLOSURE ON CONFIRMATION WITH SECRETARIAL STANDARDS

The Directors confirm that the Secretarial Standards issued by the Institute of Company Secretaries of India have been complied with pursuant to the Act and the rules made thereunder.

B. SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS / COURTS

During the year under review, there were no significant or material orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future. However, the Company has received an assessment order from the Income Tax Department for the Assessment Year ("AY") 2016-17 and AY 2022-23 due to disallowances of certain expenses and other additions.

C. HUMAN RESOURCES (HR)

Employee relations continue to be cordial at all levels and in all divisions of the Company. The Board of Directors would like to express its sincere appreciation to all the employees for their continued hard work and steadfast dedication.

As on March 31, 2024, the Company had an organizational strength of 3,814 employees.

Details about the employees are provided in a separate section in the Annual Report.

D. REMUNERATION DETAILS OF DIRECTORS, KEY MANAGERIAL PERSONNEL, AND EMPLOYEES

Details of remunerations of Directors, Key Managerial Personnel, and the statement of employees in receipt of remuneration exceeding the limits prescribed under Section 134 of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in Annexure E to this report.

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

The Company has adopted a policy on prevention and redressal of sexual harassment at the workplace. Pursuant to the provisions of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has in place an Internal Complaints Committee for prevention and redressal of

complaints of sexual harassment of women at the workplace. No complaints were received by the Company during the year under review.

F. PARTICULARS OF LOANS, GUARANTEES, AND INVESTMENTS

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

G. RELATED PARTY TRANSACTIONS

During the year, the Company did not enter into any contract / arrangement / transaction with a related party which can be considered as material in terms of the policy on related party transactions laid down by the Board of Directors. Related party transactions, if any, pursuant to the Listing Regulations were approved by the Audit Committee from time to time prior to entering into the transactions. The related party transactions undertaken during financial year 2023-24 are detailed in the Notes to Accounts of the Financial Statements.

Further, during the year under review, there were no contracts or arrangements entered with related parties referred to the criteria mentioned in Sub- section (1) of Section 188 of the Act. Therefore, there is no requirement to report any transaction in Form AOC-2.

H. ANNUALRETURN

In accordance with the Act, the annual return in the prescribed format is available under the link.

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

In terms of Section 134 of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the details of energy conservation, technology absorption, foreign exchange earnings, and outgoings are given as Annexure F to this report.

J. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Company is committed to pursue its business objectives ethically, transparently and with accountability to all its stakeholders. It believes in demonstrating responsible behaviour while adding value to the society and the community, as well as ensuring environmental well-being from a long- term perspective.

The Company is presenting the BRSR to the stakeholders of the Company as part of this Integrated Report as mentioned in Annexure G to this report and available on the website of the Company.

K. AWARDS AND RECOGNITIONS

During financial year 2023-24, the Company was conferred with various awards and recognitions, the details of which are given in a separate section in the Annual Report.

L. ADDITIONAL INFORMATION TO SHAREHOLDERS

All important and pertinent investor information such as financial results, investor presentations, press releases, new launches, and project updates are made available on the Company's website (www.sobha.com) on a regular basis.

ACKNOWLEDGEMENTS

The Directors would like to place on record their sincere appreciation of the Company's customers, vendors, and bankers for their continued support to the Company during the year. The Directors also wish to acknowledge the contribution made by employees at all levels for steering the growth of the organization. We thank the Government of India, the state governments and other government agencies for their assistance and cooperation and look forward to their continued support in the future. Finally, the Board would like to express its gratitude to the members for their continued trust, cooperation, and support.

For and on behalf of the Board of Directors of Sobha Limited
Sd/- Sd/-
Place : Bengaluru Ravi PNC Menon Jagadish Nangineni
Date : May 17, 2024 Chairman Managing Director