Hubtown’s Nitant merger awaits approval despite ₹874.78 crore revenue

Hubtown Limited’s proposed Nitant merger could bring ₹874.78 crore of H1 FY27 revenue into its consolidated financials, but the scheme has completed only Board approval and remains in the stock-exchange approval process. The Saicharan and 25 West schemes have progressed further, with final National Company Law Tribunal sanction still pending.

What does Hubtown’s proposed merger include?

Hubtown proposes three share-swap schemes to consolidate promoter-group residential assets, create a unified capital structure and simplify its holding structure across more than 6.0 million square feet of carpet area. Scheme 1 would merge Saicharan Consultancy Pvt Ltd, linked to Rare Townships Pvt Ltd, the developer of Rising City in Ghatkopar. Scheme 2 would merge 25 West Realty Pvt Ltd, the developer of the 25 West project in Bandra.

Scheme 3 would merge Nitant Real Estate Pvt Ltd, Amazia Developers Pvt Ltd and Distinctive Realty into Hubtown. The three entities together hold 98.86% of Twenty Five South Realty Ltd, which holds 75% of Twenty Five Downtown Realty Ltd. Hubtown already directly owns the other 25% of Twenty Five Downtown Realty Ltd. The appointed date is 1 April 2025 for Schemes 1 and 2, and 1 October 2025 for Scheme 3, with each date subject to tribunal sanction.

The schemes use share consideration rather than cash. The proposed ratios are 648 Hubtown shares for each Saicharan share, 42 for each 25 West share, 16 for each Nitant share and 6,221 for each Amazia share. The presentation defines the consideration shares as Hubtown equity shares with a face value of Rs 10 each.

How far has Hubtown progressed with merger approvals?

Hubtown has completed three of five approval stages for the Saicharan and 25 West schemes, while the Nitant, Amazia and Distinctive Realty scheme has completed one of five. For the first two schemes, the Board, BSE, National Stock Exchange of India (NSE) and Securities and Exchange Board of India (SEBI) approval stage is complete. Final National Company Law Tribunal, or NCLT, sanction remains pending before the schemes can become effective.

Saicharan’s equity shareholders and unsecured creditors approved its scheme pursuant to an NCLT order dated 9 April 2026. Equity shareholders approved the 25 West scheme pursuant to an NCLT order dated 4 May 2026. Hubtown announced approvals for both schemes on 23 June 2026, and identifies NCLT sanction, Registrar of Companies filing and share allotment as the subsequent steps.

The third scheme remains earlier in the process because stock-exchange approval is ongoing. Shareholder and creditor approvals are to follow that stage, and NCLT sanction would follow those approvals. As a result, the stated post-scheme structure and possible inclusion of Nitant’s financial information are illustrative rather than part of Hubtown’s reported H1 FY27 results.

How much revenue did Nitant report in H1 FY27?

Nitant reported ₹874.78 crore of revenue from operations in H1 FY27, the largest disclosed revenue figure among the entities proposed for merger. Its consolidated management information, which includes Amazia, records total income of ₹962.035 crore, total expenses of ₹839.625 crore and profit before tax of ₹122.41 crore. The presentation describes these figures as unaudited management information.

That ₹874.78 crore of Nitant revenue exceeded Hubtown’s reported H1 FY27 consolidated revenue from operations of ₹628.63 crore. Hubtown’s reported revenue rose 59% from ₹395.92 crore in H1 FY26, while net profit after tax and share of associates and joint ventures fell to ₹49.74 crore from ₹113.88 crore. The presentation does not disclose the accounting treatment or possible intra-group effects, so Nitant’s revenue cannot be mechanically added to Hubtown’s reported revenue.

The other two proposed merger entities reported limited H1 FY27 activity. Saicharan reported no revenue or total income and a profit-before-tax loss of Rs 9,000. 25 West reported total income of ₹5.28 lakh, expenses of ₹14.329 crore and a profit-before-tax loss of ₹13.801 crore, although it is the developer of the Bandra project.

Which projects would Hubtown gain through the schemes?

Hubtown would increase its interest in Rare Townships, the Rising City developer, to 95.53% under the illustrative post-scheme structure. Hubtown currently holds 74.69%, while the presentation’s post-scheme structure attributes a further 20.84% to Saicharan. The scheme overview separately describes Saicharan as holding 21.17%, while the presentation’s stated post-scheme total is 95.53%.

At Rising City Phase 1, five of six residential buildings have received occupation certificates, or OCs. Tower A6 is progressing towards completion within the next two quarters, with the last Phase 1 building indicated by March 2027. Phase 2 has not yet launched, according to the project snapshot.

The 25 West scheme would merge its developer into Hubtown, resulting in a stated 100% interest in the Bandra project. Construction and sales have started on Tower 1, with reinforced cement concrete work completed through the 20th floor, while work has not started on Towers 2, 3 and 4. Hubtown gives expected total project revenue of about ₹6,000 crore, while labelling project revenue expectations as forward-looking.

How would the 25 South and 25 Downtown interests change?

Scheme 3 would give Hubtown a stated 98.86% holding in Twenty Five South Realty Ltd, the vehicle that owns 75% of Twenty Five Downtown Realty Ltd. Together with Hubtown’s direct 25% interest in Twenty Five Downtown Realty Ltd, the arrangement would place both the direct stake and the interest held through Twenty Five South within Hubtown’s structure if the scheme becomes effective.

At 25 South in Prabhadevi, two towers have been delivered, including Tower B, or North Tower, which received its OC in Q2 FY27. Tower C, or Central Tower, is progressing towards completion within the next two quarters. These milestones sit within the Scheme 3 project portfolio rather than Hubtown’s reported H1 FY27 consolidation.

At 25 Downtown in Mahalaxmi, construction and sales have begun on four towers, and work has started on Tower 5. Tower 6 has not started. The presentation also says Hubtown Seasons received OCs for two buildings in Q2 FY27, with more than 95% of that project’s units sold, but Hubtown Seasons is not identified as a project being merged.

How do Hubtown’s reported results compare with the merger entities?

Hubtown reported Q2 FY27 revenue from operations of ₹473.01 crore, compared with ₹155.62 crore in Q1 FY27 and ₹208.51 crore in Q2 FY26. The quarter’s revenue increase drove H1 FY27 revenue to ₹628.63 crore, but reported H1 net profit after tax and share of associates and joint ventures was ₹49.74 crore, below ₹113.88 crore in H1 FY26.

The H1 FY27 results include an exceptional item of ₹14.88 crore. They were also subject to a qualified limited-review conclusion because interest was not provided on certain inter-corporate deposits, amounting to ₹5.34 crore in Q2 FY27 and ₹10.63 crore in H1 FY27. Hubtown says finance cost and profit are sensitive to that non-provision.

Conclusion

Hubtown’s restructuring combines two schemes that have completed shareholder-level approvals with an earlier-stage Scheme 3 that could bring Nitant’s ₹874.78 crore of H1 FY27 revenue and interests in 25 South and 25 Downtown into its consolidated structure. The proposed transactions would also raise the stated Rare Townships holding to 95.53% and merge 25 West directly into Hubtown.

The next disclosed milestones are NCLT sanction, Registrar of Companies filing and share allotment for Saicharan and 25 West, alongside stock-exchange approval for Scheme 3. Operationally, Hubtown indicates March 2027 for Rising City Phase 1’s last building, completion progress within the next two quarters for 25 South Tower C, and a forward-looking revenue expectation of about ₹6,000 crore for 25 West.