BSECompany Update6 Oct 2026 · 6 Oct 2026, 07:34 pm

Please find enclosed herewith intimation under Regulation 30 and 51 of SEBI (LODR), 2015, as amended from time to time - scheme of arrangement

Shristi Infrastructure Development Corporation Ltd · 511411

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Shristi Infrastructure Development Corporation Ltd has announced a scheme of arrangement between Shristi Infrastructure Development Corporation Limited and Shristi Realty Holdings Limited, a wholly owned subsidiary, to demerge the business of construction and sale of real estate, including a mixed-use real estate project. The scheme aims to achieve strategic portfolio realignment and sharper business focus.

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Earnings Impact5/10
Growth Catalyst6/10
Governance Concern2/10
Regulatory Risk3/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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Shristi Infrastructure Development Corporation Ltd - 511411 - Announcement under Regulation 30 (LODR)-Scheme of Arrangement

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SIDCL/Sect/2026-27/053 October 06, 2026 BSE Limited. The Calcutta Stock Exchange Limited P.J. Towers, 7, Lyons Range, Dalal Street, Mumbai - 400 001 Kolkata – 700 001, BSE Scrip Code - 511411/955319 CSE Scrip Code - 026027 Sub: Intimation pursuant to Regulation 30 & 51 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time (‘SEBI Listing Regulations') Ref: Scheme of Arrangement between Shristi Infrastructure Development Corporation Limited (‘Demerged Company') and Shristi Realty Holdings Limited (‘Resulting Company’) and their respective shareholders and creditors (‘Scheme’) under Section 230-232 and other applicable provisions of the Companies Act, 2013 Dear Sir/Madam, Pursuant to Regulation 30 read with Schedule III and other applicable provisions of the SEBI Listing Regulations, including circulars issued thereunder and other applicable provisions, if any, as amended from time to time, this is to inform you that the based on the recommendations and reports of Audit Committee and Independent Directors, the Board of Directors (“Board”) of the Company, at its meeting held today i.e. on 6th October, 2026, has, inter alia, considered and approved the Scheme of Arrangement between Shristi Infrastructure Development Corporation Limited (“SIDCL” or “Company” or “Demerged Company”) and Shristi Realty Holdings Limited (“SRHL” or “Resulting Company”), a wholly owned subsidiary of the Company (collectively referred to as “Companies”) and their respective shareholders and creditors pursuant to section 230-232 read with other applicable provisions of the Companies Act, 2013 and the rules framed thereunder (“Scheme”). The Scheme inter-alia provides for the transfer and vesting by way of demerger of the Demerged Undertaking (as defined in the Scheme) consisting of Krishnagar Sentrum (as defined in the Scheme) of the Company into the Resulting Company as a going concern, on an as is where is basis and the consequent issue of Resulting Company New Shares (as defined in the Scheme) by the Resulting Company to the eligible shareholders of the Demerged Company in accordance with the Share Entitlement Ratio (as defined in the Scheme), in the manner set forth in the Scheme. The Scheme is subject to receipt of the observation / no-objection letter from the stock exchanges where equity shares of the company are listed, approval of the shareholders and creditors (as applicable) of the Companies, sanction of the National Company Law Tribunal, Kolkata Bench (“NCLT”) and other applicable statutory, regulatory or governmental authorities. The Scheme will be filed with the Stock Exchanges as per the applicable provisions of the SEBI Listing Regulations (including Regulation 37) read with the relevant SEBI Circulars as amended from time to time. The Scheme as approved by the Board of the Company would be available on the website of the Company at www.shristicorp.com. The details required under Regulation 30 read with Schedule III of the SEBI Listing Regulations and SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure-A. The Meeting of the Board commenced at 3:00 P.M. and concluded at 4:50 P.M. You are kindly requested to take the above information on record and oblige. Yours Faithfully, For Shristi Infrastructure Development Corporation Limited Krishna K Pandey Company Secretary & Compliance Officer Encl: as above ANNEXURE A Details required under Regulation 30 read with Schedule III of the SEBI Listing Regulations read with relevant SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are provided hereunder: Sl. Particulars Remarks 1. Brief details of the The Scheme inter-alia provides for Demerger, (as defined in the division(s) to be Scheme) by way of transfer as a going concern, on an ‘as is where is demerged basis’, and vesting of the ‘Krishnagar Sentrum of SIDCL’ (“Demerged Undertaking”) from SIDCL (“Demerged Company”) to SRHL (“Resulting Company”) with effect from the Appointed Date. The Appointed Date means 1st October, 2026, or such other date as the National Company Law Tribunal (defined hereinafter) may decide/ approve being the date with effect from which the Scheme shall become effective and / or be deemed to have become effective. The Demerged Undertaking (as defined in the Scheme), inter-alia, comprises of all assets, liabilities, contracts, employees, licenses, permits, approvals, and properties, of whatsoever nature and kind attributable to Krishnagar Sentrum of the Demerged Company. The Krishnagar Sentrum (as defined in the Scheme) of the Demerged Company means the business of construction and sale of real estate, including inter alia, construction of a mixed-use real estate project over land parcel owned by the Demerged Company located at Krishnanagar, Nadia District, West Bengal, comprising residential, retail, entertainment, hospitality and lifestyle components. 2. Turnover of the Turnover of the Demerged Undertaking for FY 2025-26 was INR demerged division and as 1,281.72 Lakhs and forms 18.37% of the total turnover of the percentage to the total Demerged Company for FY 2025-26 on Standalone basis. turnover of the listed entity in the immediately preceding financial year / based on financials of the last financial year 3. Rationale for demerger The Scheme is proposed with a view, inter alia, to achieve the following benefits: a) Strategic Portfolio Realignment and Sharper Business Focus: Segregation of the business comprised in the Demerged Undertaking from SIDCL's diversified development project portfolio comprising townships, residential, retail, logistics hubs and industrial park developments. While SIDCL's core business primarily comprises the development of township projects on substantial land parcels based on development rights, the Demerged Undertaking comprises the construction of the Krishnagar Sentrum (as defined in the Scheme). The Demerged Undertaking is accordingly distinct in terms of the nature, size, location and development requirements of the project and is proposed to be housed in a separate entity, i.e. the Resulting Company. This segregation would enable SIDCL to maintain greater focus on its core development business and its broader development portfolio, while allowing the Demerged Undertaking to be developed on a standalone basis through a separate management and organisational set-up. b) Focused Project Execution and Timely Development: The Krishnagar Sentrum has a relatively shorter execution timeline as compared to the township projects generally undertaken by SIDCL, which typically involve development over a longer period. The project comprised in the Demerged Undertaking and the projects comprised in the Remaining Business have divergent risk factors and requirements, and housing them in the same entity limits the ability to address the specific requirements of the project comprised in the Demerged Undertaking. The segregation of the Demerged Undertaking is therefore expected to facilitate quicker decision-making and execution of the project, thereby enabling timely development and delivery of the project and providing greater focus towards the specific requirements and interests of the homebuyers; c) Greater Strategic and Financial Flexibility: Increased flexibility for the Resulting Company to pursue the development of the Demerged Undertaking independently, including through project-specific funding and attracting business-specific investors and potential strategic partners, as may be appropriate, thereby enabling access to resources and capabilities specifically suited to the project comprised in the Demerged Undertaking thereby paving way for optimum growth and development of the business comprised in the Demerged Undertaking with separate management and setup; and d) Continued Strategic Support and Value Creation: While operating a [Showing first 8,000 characters — download PDF for full document]