AI assistant
Lodha Developers Limited — Proxy Solicitation & Information Statement 2025
Apr 30, 2025
61952_rns_2025-04-30_e3010b98-107a-4d21-ac94-d21bf5d5a10c.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
==> picture [180 x 46] intentionally omitted <==
April 30, 2025
BSE Limited
Scrip Code: 543287 Debt Segment – 975115, 975192, 975560, 976262
National Stock Exchange of India Limited Trading Symbol: LODHA
Dear Sirs,
Sub: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) – Notice of Postal Ballot
Pursuant to Regulation 30 of the Listing Regulations, please find enclosed the Notice of Postal Ballot dated April 30, 2025 along with explanatory statement (“Notice”) seeking approval of the members by way of a special resolution for approving change of name of the Company from “Macrotech Developers Limited” to “Lodha Developers Limited” and consequent alteration in Memorandum and Articles of Association of the Company, by means of remote e-voting (e-voting) in compliance with relevant circulars issued by the Ministry of Corporate Affairs (“MCA”).
In compliance with circulars issued by MCA, from time to time, the notice has been sent/issued only through an email to those members, whose email addresses are registered with the Company's Registrar and Share Transfer Agent viz., MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited)/ Depository Participants and whose names appear in the Register of Members/Register of Beneficial Owners as on cut-off date, i.e., Friday, April 25, 2025.
The Company has engaged the services of NSDL for the purpose of e-voting facility to all its members. The remote e-voting period shall commence on Friday, May 02, 2025 at 9.00 a.m. (IST) and end on Saturday, May 31, 2025 at 5.00 p.m. (IST).
The results of the remote e-voting shall be announced on or before Tuesday, June 03, 2025 and the same will be communicated to the Stock Exchanges along with the Scrutinizer's report within the prescribed time.
The notice containing e-voting instructions and other necessary details is being hosted on the website of the Company i.e., www.lodhagroup.com
Kindly take the above information on your records.
Thanking you,
Yours faithfully, For Macrotech Developers Limited
SANJYOT Digitally signed by SANJYOT NILESH NILESH RANGNEKAR RANGNEKAR Date: 2025.04.30 20:16:36 +05'30' Sanjyot Rangnekar Company Secretary & Compliance Officer Membership No.: F4154
Encl.: As above
Macrotech Developers Limited : Lodha Excelus , NM Joshi Marg, Mahalaxmi, Mumbai 400 011, India • T + 91 22 6773 7373 Regd. Office : 412, Floor-4, 17G Vardhaman Chamber, Cawasji Patel Road, Horniman Circle, Fort, Mumbai 400 001, India CIN: L45200MH1995PLC093041 • T + 91 22 6773 7373 • E: [email protected]
www.lodhagroup.com
MACROTECH DEVELOPERS LIMITED
Registered Office: 412, Floor- 4, 17G Vardhaman Chamber, Cawasji Patel Road, Horniman Circle, Fort, Mumbai – 400 001 Corporate office: Lodha Excelus, L 2, Apollo Mills Compound, N M Joshi Marg, Mahalaxmi, Mumbai 400 011 Corporate Identity Number (CIN): L45200MH1995PLC093041; Tel: +91 (22) 6773 7373 E-mail : [email protected]; Website: www.lodhagroup.com
NOTICE OF POSTAL BALLOT
[Pursuant to Section 110 of the Companies Act, 2013, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014]
Dear Members,
NOTICE is hereby given that pursuant to the provisions of Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (the “ Act ”) including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (the “ Rules ”) as amended, the Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (the “ SS-2 ”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “ Listing Regulations ”), guidelines prescribed by the Ministry of Corporate Affairs (the“ MCA ”), Government of India, for holding general meetings/conducting postal ballot process through e-voting vide General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 08, 2021 and 03/2022 dated May 05, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023 and 09/2024 dated September 19, 2024 ( collectively referred as “ MCA Circulars ”) and any other applicable laws and regulations, the special resolution set out below is proposed to be passed by the Members of Macrotech Developers Limited (the “ Company ”) through Postal Ballot by way of remote e-voting (“ e- voting ”) only.
An Explanatory Statement pursuant to Sections 102, 110 and other applicable provisions of the Act, pertaining to the resolution, setting out the material facts and reasons thereof, is appended to this Notice.
Pursuant to Rule 22(5) of the Rules, the Board of Directors of your Company has appointed Mr. Shravan Gupta (ACS No. 27484, CoP No. 9990), Shravan A. Gupta & Associates, Practicing Company Secretaries, as the Scrutinizer to conduct the Postal Ballot and e-voting process in a fair and transparent manner.
In compliance with MCA Circulars, the notice of the Postal Ballot will be sent by an email to all Members who have registered their
email addresses with the Company / MUFG Intime India Private Limited (Formerly known as Link Intime India Private Limited), the Registrar and Share Transfer Agent of the Company (‘RTA’) or Depositories / Depository Participants and whose name appear in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on Friday, April 25, 2025 (“cut-off date”) .
In compliance with the provisions of Sections 108 and 110 of the Act, read with Rules 20 and 22 of the Rules and Regulation 44 of the Listing Regulations and MCA Circulars, the Company is offering facility of e-voting to all the Members to enable them to cast their votes electronically, in lieu of submitting postal ballot forms. The instructions for e-voting are appended to this Notice.
The Company has engaged the services of National Securities Depository Limited (‘NSDL’) for providing remote e-Voting facility to all its members. The remote e-Voting period commences on Friday, May 2, 2025 from 9:00 A.M. (IST) and concludes on Saturday, May 31, 2025 at 5:00 P.M. (IST) (both days inclusive) . Members are requested to carefully read the instructions while recording their assent or dissent and cast vote via remote e-voting by not later than the close of working hours at 5.00 P.M. (IST) on Saturday, May 31, 2025 .
Upon completion of the scrutiny of the votes cast through e-voting, the Scrutinizer will submit his report to the Chairman or any other person authorised by him and the results of the Postal Ballot through e-voting shall be declared on or before Tuesday, June 3, 2025 . The said results would be intimated to the National Stock Exchange of India Limited and the BSE Limited, where the shares of the Company are listed and will also be uploaded on the Company’s website www.lodhagroup.com and on the website of NSDL at https://www.evoting.nsdl.com/ . The Scrutinizer’s decision on the validity of the Postal Ballot shall be final. The Company will also display the results of the Postal Ballot at its Registered Office. The last date of e-Voting i.e., Saturday, May 31, 2025 , shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.
1
Macrotech Developers Limited Postal Ballot Notice
SPECIAL BUSINESS
APPROVE CHANGE OF NAME OF THE COMPANY AND CONSEQUENT ALTERATION IN MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY
To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section(s) 4, 5, 13, 14, 15 and all other applicable provisions, if any, of the Companies Act, 2013 (“Act”), read with the Rules made thereunder (including any statutory modification(s) or reenactment(s) thereof for the time being in force), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and any other applicable law(s), regulation(s), rule(s) or guideline(s) and the provisions of the Memorandum of Association and the Articles of Association of the Company, and subject to the approval of Central Government (power delegated to Registrar of Companies (“ROC”)) and other regulatory authorities, as may be applicable, consent of the members of the Company be
and is hereby accorded to change the name of the Company
from “MACROTECH DEVELOPERS LIMITED” to “LODHA DEVELOPERS LIMITED“ from the date of issuance of a
Fresh Certificate of Incorporation in favour of the Company by the Registrar of Companies, Maharashtra and consequently change the name of the Company wherever appearing in the Memorandum and Articles of Association of the Company
RESOLVED FURTHER THAT the existing Name Clause of the Memorandum of Association of the Company be altered and substituted with the following clause:
I. The name of the Company is LODHA DEVELOPERS LIMITED
RESOLVED FURTHER THAT in accordance with the Section 14 of the Companies Act, 2013, the Articles of Association of the Company be altered by deleting the existing name of the Company wherever appearing and substituting it with the new name of the Company.
RESOLVED FURTHER THAT the name “Macrotech Developers Limited” wherever appearing in any of the documents/records of the Company be substituted by the new name “Lodha Developers Limited” in accordance with the provisions of applicable laws.
RESOLVED FURTHER THAT the Board of Directors of the Company, be and is hereby authorised to do all such acts, deeds and things as may be required and to delegate all or any of its powers herein conferred to any Director(s) or Committee of Directors to give effect to the aforesaid resolution.”
By Order of the Board of Directors, For Macrotech Developers Limited
Regd. Office: 412, Floor- 4, 17G Vardhaman Chamber, Cawasji Patel Road, Horniman Circle, Fort, Mumbai, Maharashtra 400001 CIN: L45200MH1995PLC093041
Sd/- Sanjyot Rangnekar Company Secretary & Compliance Officer Membership No. F4154
Place: Mumbai Date: April 30, 2025
2
Postal Ballot Notice
NOTES:
-
The Explanatory Statement pursuant to the provisions of Section 102 read with Section 110 and other applicable provisions, if any of the Act read with the rules framed thereunder in respect of the resolution as set out above is annexed hereto and forms part of this Postal Ballot Notice (“Notice”).
-
In terms of the MCA Circulars, this Notice along with the instructions regarding e-voting is being sent only by email to all those members, whose email addresses are registered with the Company or with the Depository(ies) / Depository Participants and whose names appear in the Register of Members/list of Beneficial Owners as on the Cut-off date i.e., Friday, April 25, 2025 . This Notice shall also be available on the website of the Company at www.lodhagroup.com, websites of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com & www.nseindia.com respectively and on the website of National Securities Depository Limited ( “NSDL” ) at https://evoting.nsdl.com. All the members of the Company as on the Cut-off date shall be entitled to vote in accordance with the process specified in this Notice. Any person who is not a member on the Cut-off date shall treat this Notice for information purpose only. Further members who have not received this Notice due to nonregistration of their e-mail addresses with the Company/ RTA/Depositories, are also entitled to vote in such manner as set out in this Notice. As per the MCA Circulars, physical copy of the Notice along with the Postal Ballot Form and pre-paid business reply envelope is not being sent to the Members for this Postal Ballot.
-
In compliance with the provisions of Sections 108 and 110 of the Act and Rules 20 and 22 of the Rules, Regulation 44 of the Listing Regulations, the Company is pleased to provide remote e-voting (“ e-voting ”) to the Members, to enable them to cast their votes electronically. The Company has engaged the services of NSDL to provide e-voting facility to its The detailed procedure with respect to e-Voting is mentioned in note no. 11 of this Notice.
-
Voting rights of a Member / Beneficial Owner shall be in proportion to his/her/its shareholding in the paid-up equity share capital of the Company as on the Cut-Off Date. In case of Joint-holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote through e-Voting.
-
The e-voting period commences on Friday, May 2, 2025 at 09:00 a.m. (IST) and concludes on Saturday, May 31, 2025 at 5:00 p.m. (IST) . During this period, Members holding shares either in physical form or in dematerialized form, as on Friday, April 25, 2025 ; i.e., cut-off date, may cast their vote electronically. The e-voting module shall be disabled by NSDL thereafter. Once the vote on a resolution is cast by the Member, he/
she shall not be allowed to change it subsequently or cast vote again.
-
A Member cannot exercise his vote by proxy on Postal Ballot.
-
The Resolution, if approved, shall be deemed to have been passed on the last date specified for the e-voting i.e., Saturday, May 31, 2025 . Resolutions passed by the Members through postal ballot is deemed to have been passed as if it has been passed at a General Meeting of the Members
-
All documents referred to in this Postal Ballot Notice will be open/available for inspection through electronic mode for the Members of the Company during working hours on all working days upto and including the last date for remote e-voting i.e., Saturday, May 31, 2025 . Members seeking to inspect the documents can send an e-mail to [email protected] with subject line “Inspection of Documents of Postal Ballot Notice for change of name of the company and consequent alteration in Memorandum and Articles of Association.”
-
The Company hereby requests all its members to register their email addresses, if not yet registered, to promote green initiative and to enable the Company to provide all communications to the members through email.
-
SEBI vide its circular dated January 25, 2022, has mandated that the listed companies shall henceforth issue the securities in dematerialised form only, while processing service requests such as issue of duplicate share certificates, transmission, transposition, etc. Accordingly, members who still hold shares in physical form are advised to dematerialise their holdings.
Members who have not registered/updated their email IDs so far are requested to register/update the same to receive this Postal Ballot Notice as per the following procedure:
Physical Provide necessary details like Folio No., Name Holding of shareholder, scanned copy of the share certificate (front and reverse), Permanent Account Number (“PAN”) (self-attested scanned copy), AADHAR (self-attested scanned copy) by email to [email protected] and copy to the Company at investor.relations@ lodhagroup.com Demat Provide demat account details (CDSL – 16 digit Holding beneficiary ID or NSDL -16 digit DPID + CLID), Name of shareholder, client master or copy of consolidated account statement, PAN(selfattested scanned copy), AADHAR (self-attested scanned copy) by email to rnt.helpdesk@ in.mpms.mufg.com and copy to the Company at [email protected].
3
Macrotech Developers Limited
Postal Ballot Notice
Members are requested that for permanent registration of their e-mail address, they can register their e-mail address, in respect of electronic holdings with their concerned Depository Participant (DP) and in respect of physical holdings with the Company’s RTA, MUFG Intime.
In case of any queries in this regard, Members are requested to send an email to RTA at [email protected] or contact on the toll free no. 8108116767.
- Procedure and Instructions for e-voting are as given below:
I. FOR INDIVIDUAL SHAREHOLDERS HOLDING SECURITIES IN DEMAT
Pursuant to SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on “e-voting facility provided by listed companies”, e-voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts/website of depositories/depository participants in order to increase efficiency of the voting process.
Members are advised to update their mobile number and email id in their demat accounts in order to access e-voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
==> picture [480 x 18] intentionally omitted <==
----- Start of picture text -----
Type of shareholders Login Method
----- End of picture text -----
| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin. jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 3. If you are not registered for IDeAS e-Services, option to register is available athttps:// eservices.nsdl.com. Select“Register Online for IDeAS Portal”or click athttps:// eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp |
| 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:// www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote duringthe remote e-Voting period. |
4
Postal Ballot Notice
Type of shareholders
Login Method
- Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.
==> picture [188 x 114] intentionally omitted <==
-
Individual Shareholders holding 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user securities in demat mode with id and password. Option will be made available to reach e-Voting page without any further CDSL authentication. The users to login Easi / Easiest are requested to visit CDSL website www. cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing Myeasi username & password.
-
After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
-
If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
-
Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders You can also login using the login credentials of your demat account through your Depository (holding securities in demat Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to mode) login through their see e-Voting option. After successful login, you will be able to see e-Voting option. Once you depository participants click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depositories i.e. NSDL and CDSL:
==> picture [479 x 17] intentionally omitted <==
----- Start of picture text -----
Login type Helpdesk details
----- End of picture text -----
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] call at 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request [email protected] or contact at toll free no. 1800-21-09911 |
5
Macrotech Developers Limited Postal Ballot Notice
II. LOGIN METHOD FOR SHAREHOLDERS OTHER THAN INDIVIDUAL SHAREHOLDERS HOLDING SECURITIES IN DEMAT MODE AND SHAREHOLDERS HOLDING SECURITIES IN PHYSICAL MODE
How to Log-in to NSDL e-Voting website?:
-
Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:// www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
-
Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
-
A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https:// eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below :
==> picture [183 x 65] intentionally omitted <==
----- Start of picture text -----
Manner of
holding shares
i.e. Demat Your User ID is:
(NSDL or CDSL)
or Physical
----- End of picture text -----
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
|---|---|
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
-
Password details for shareholders other than Individual shareholders are given below:
-
a) If you are already registered for e-voting, then you can use your existing password to login and cast your vote.
-
b) If you are using NSDL e-voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
-
c) How to retrieve your ‘initial password’?
(i) If your e-mail ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you on your e-mail ID. Trace the e-mail sent to you from NSDL from your mailbox. Open the e-mail and open the attachment i.e., a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
- (ii) If your e-mail ID is not registered, please follow steps mentioned below in process for those shareholders whose e-mail IDs are not registered.
-
If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
-
a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
-
b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
-
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
6
Postal Ballot Notice
-
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-voting system of NSDL.
-
After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
-
Now, you will have to click on “Login” button.
-
After you click on the “Login” button, Home page of e-voting will open.
III. Cast your vote electronically on NSDL e-voting system
HOW TO CAST YOUR VOTE ELECTRONICALLY ON NSDL E-VOTING SYSTEM
-
After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.
-
Select “EVEN” of Macrotech Developers Limited.
-
Now you are ready for e-voting as the Voting page opens.
-
Cast your vote by selecting appropriate options i.e., assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
-
Upon confirmation, the message “Vote cast successfully” will be displayed.
-
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
-
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
IV. General Guidelines for shareholders
-
Institutional shareholders (i.e., other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant board resolution/ power of attorney/ authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to at [email protected] with a copy marked to [email protected] and investor.relations@ lodhagroup.com. Institutional shareholders (i.e., other than individuals, HUF, NRI etc.) can also upload their board resolution / power of attorney / authority letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-voting” tab in their login.
-
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
-
In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on: 022 - 4886 7000 or send a request to Mr. Amit Vishal, VicePresident-NSDL or Ms. Pallavi Mhatre, Senior Manager-NSDL at [email protected]
7
Macrotech Developers Limited
Postal Ballot Notice
EXPLANATORY STATEMENT
[Pursuant to Section 102 of the Companies Act, 2013 (“ Act ”)]
Since 1980s, Lodha Group has been a prominent brand in real estate industry in India. We began our operations in Mumbai, developing affordable housing in the suburbs of Mumbai, and later diversified into other segments and regions in the Mumbai Metropolitan Region. Over the years, the ‘Lodha’ brand continued to be the hallmark of our marquee projects that we delivered till date starting such Lodha Heritage in 1983 to Lodha World Towers in Mumbai and Lodha Belmondo in Pune.
Our brand ‘Lodha’ differentiates us from numerous other developers, immediately conveying a sense of luxury, innovative design, and world-class amenities associated with our projects, ranging from high-end residences to integrated townships. This strong brand equity directly translates into a significant competitive advantage, enabling us to command premium pricing, attract a discerning clientele, and foster long-term customer loyalty and positive word-of-mouth referrals. ‘Lodha’ brand is not just a name; it is a valuable asset that embodies our legacy, current market standing, and future growth prospects, deeply influencing purchasing decisions and stakeholder confidence.
Our development business was incorporated as a Company in 1995 under the name Lodha Developers Private Limited. The name was changed to “Macrotech Developers Limited” in May, 2019, on account of the merger of a subsidiary company.
We have noticed over the period that as we continue to grow and foray into new geographies and markets, brand ‘Lodha’ has become our primary USP. In order for our various stakeholders including customers, landowners, shareholders, suppliers etc, across geographies to be connecting and relating smoothly with the Company, we are proposing a strategic re-alignment of the name of our Company with our core brand, ‘Lodha’. This change will reinforce our brand’s distinct identity from others and also serve as a crucial safeguard against any unsolicited resemblances and distractions in the market. It is therefore proposed to change the name of the Company from “Macrotech Developers Limited” to “Lodha Developers Limited”. We feel that this change would be in the best interest of the Company, its investors and other stakeholders.
Accordingly, the Board of Directors of the Company in its meeting held on April 24, 2025 had considered and approved the proposed change in the name of the Company from “Macrotech Developers Limited” to “Lodha Developers Limited” and the consequent alteration in Memorandum and Articles of Association of the Company, as may be required, subject to the approval of the shareholders of the Company by way of a Special Resolution and approval(s) of the requisite statutory, regulatory or governmental authorities as may be necessary under applicable laws.
The Company has received a name availability letter dated April 29, 2025 from the Registrar of Companies, Central Registration Centre, informing no objection with respect to change in the name of the Company as proposed. The proposed change of name would be subject to the necessary approvals in terms of the provisions of the Companies Act, 2013 and Rules made thereunder.
Accordingly, consent of the Members by way of Special Resolution is being sought for change of name of the Company from “Macrotech Developers Limited” to “Lodha Developers Limited” and consequential changes to the Memorandum and Articles of Association of the Company.
The proposed change in name of the Company would neither result in change of object(s), legal status, constitution, turnover, operations or activities of the Company, nor would it affect any rights or obligations of the Company or the shareholders and other stakeholders.
A certificate from a practicing Chartered Accountant, certifying compliance with conditions prescribed in Regulation 45 (1) of the Listing Regulations is enclosed herewith as Annexure to this Notice.
The Board of Directors recommend passing of the Special Resolution, as set out in this postal ballot notice.
None of the Directors or any Key Managerial Personnel or any other relative of the Directors / Key Managerial Personnel of the Company are, in any way concerned or interested, financially or otherwise, in the resolution set out in this notice, except to the extent of their shareholding, if any, in the Company.
Regd. Office: 412, Floor- 4, 17G Vardhaman Chamber, Cawasji Patel Road, Horniman Circle, Fort, Mumbai, Maharashtra 400001 CIN: L45200MH1995PLC093041 Place: Mumbai Date: April 30, 2025
By Order of the Board of Directors, For Macrotech Developers Limited Sd/- Sanjyot Rangnekar Company Secretary & Compliance Officer Membership No. F4154
8
Annexure
A R C H AND ASSOCIATES
Chartered Accountants
To,
Board of Directors,
Macrotech Developers Limited
412, Floor- 4, 17G Vardhaman Chamber,
Cawasji Patel Road, Horniman Circle,
Fort, Mumbai 400 001.
Practicing Chartered Accountant's Certificate pursuant to Regulation 45 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
-
This report is issued in accordance with the terms of our engagement.
-
We have been requested by the management of the Macrotech Developers Limited ('the Company' or 'MDL'), to issue a certificate certifying the compliance of with conditions prescribed under Sub-Regulation (1) of Regulation 45 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulation') for change of the name of the Company from "Macrotech Developers Limited" to "Lodha Developers Limited".
Management Responsibility
-
The management of the Company is responsible for the preparation and maintenance of all accounting and other records and documents supporting the particulars as mentioned in this certificate. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statement and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.
-
The management is also responsible for ensuring that the Company complies with the requirements of the Listing Regulation.
Practitioner's Responsibility
- Our responsibility is to provide a reasonable assurance, based on the procedures performed and evidence obtained, as to whether anything has come to our attention
Page 1 of 3
________________ Cell No: +91 99870 65322 1804, Anmol Pride, +91 90043 57775 Opp. Patel Petrol Pump, e-mail: [email protected] S.V. Road, Goregaon (West), [email protected] Mumbai 400 104.
==> picture [72 x 18] intentionally omitted <==
A R C H AND ASSOCIATES Chartered Accountants
that causes to believe that the particulars as mentioned in this certificate is not in accordance with the underlying supporting documents maintained by the Company.
-
We conducted our examination in accordance with the Guidance Note on Reports or Certificates for Special Purposes issued by the Institute of Chartered Accountants of India. The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics issued by the Institute of Chartered Accountants of India.
-
We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
Opinion
- Based on the procedures performed as outlined above and the representation provided to us, and on the basis of information and explanations provided to us by the management, we confirm that:
| Regulation | Particulars | Our Opinion |
|---|---|---|
| 45(1)(a) | A time period of at least one year has elapsed from the last name change. |
The Company has not changed its name since at least last one year period. |
| 45(1)(b) | At least fifty percent, of the total revenue in the preceding one year period has been accounted for by the new activity suggested by the new name. |
Not applicable as there is no new business activity commenced by the Company. |
| 45(1)(c) | The amount invested in the new activity/project is at least fifty percent. of the assets of the listed entity. |
There is no new activity / project and the proposed name change is only due to alignment of the Company name with its Brand, the condition relating to the amount invested in the new activity/project being at least fifty percent of the assets of the listed entity does not arise. |
==> picture [71 x 49] intentionally omitted <==
==> picture [71 x 18] intentionally omitted <==
Restrictions On Use
- The certificate is addressed to and provided to the management of the Company and they can include it in explanatory statement to the Notice of Postal Ballot and any intimation to the Stock Exchange and should not be used by any other person.
Page 2 of 3
A R C H AND ASSOCIATES Chartered Accountants
Accordingly, we do not accept or assume any liability or any duty of care for any other person to whom this certificate is shown or into whose hands it may come without our prior consent in writing.
For A R C H AND ASSOCIATES
Chartered Accountants Firm Registration No. 152180W
==> picture [70 x 41] intentionally omitted <==
CA Rahul Atal
==> picture [69 x 59] intentionally omitted <==
==> picture [69 x 6] intentionally omitted <==
(Partner) Membership No. 134488 Date: 30[th] April 2025 Place: Mumbai UDIN: 25134488BMIZRD1693
Page 3 of 3