Max Estates Limited, the real estate arm of the Max Group, on Saturday announced that it has entered into Share Purchase Agreement to acquire the entire ownership interest in promoter-owned land-holding companies that together own ~84.71-acre land parcel in West Delhi. This unlocks an estimated GDV of ~INR 10,000–12,000 crore over the next few years and marks the company’s entry into Delhi as a third core NCR geography, alongside its existing Noida and Gurugram portfolio.

The acquisition is structured non cash share swap transaction wherein the consideration is discharged entirely through the issue of the company’s own equity shares, is subject to shareholder approval and in-principle approval of BSE Limited and the National Stock Exchange of India Limited.

Transaction Structure

Max Estates will acquire 100% of ownership interest-comprising shares-in Trophy Estates Private Limited, TVP Investments Private Limited, Hometrail Properties Private Limited, TR Asset Ventures Private Limited, Wegmans Business Park Private Limited, Seven Heaven Buildmart Private Limited, Vitasta Estates Private Limited, Trophy Resorts & Guest Houses Private Limited and Synergy Infracon Private Limited (collectively, the “Land Owning Companies”), as one integrated transaction. On completion, each Land Owning Company becomes a wholly-owned subsidiary of Max Estates.

Consideration will be discharged through a preferential allotment of shares, for consideration other than cash, through the issue and allotment of ~70 lakhs fully paid-up equity shares of face value INR 10 each at an issue price of INR 597.50 per share, aggregating up to ~INR 420.2 crore, to the identified allottees in accordance with the share-exchange ratio determined by KPMG Valuation Services LLP, Independent Registered Valuer. One of the few instance of promoter-owned land being acquired by the Company through a share-swap mechanism, directly aligning promoter economics with the value-creation potential of the underlying project and with those of public shareholders. The subject land is subject to land development under the aegis of the Delhi Master Plan 2047.

Robust Valuation Process and Governance

To ensure independent, arm’s-length price discovery, the land was valued separately by two leading global property consultancies-Cushman & Wakefield India and iVAS Partners-while an independent share exchange ratio valuation was undertaken by KPMG (Registered Valuer), one of the Big Four accounting firm. The relative fair values and resulting share-exchange ratio were determined by KPMG Valuation Services LLP, and a fairness opinion on the transaction was issued by Motilal Oswal Investment Advisors Limited, a SEBI-registered Category I Merchant Banker. The transaction has been reviewed by the Audit Committee and approved by the Board of Directors, and remains subject to the approval of Members at an Extraordinary General Meeting and in-principle approvals from BSE Limited and the National Stock Exchange of India Limited.

Business Rationale

Max Estates currently have a residential pipeline of INR 16,150 Cr of GDV from Q2FY27, the company is targeting for next phase of growth in presales and pipeline, a trajectory that requires continuous replenishment of developable land in a market where large, contiguous parcels are increasingly scarce. Delhi in particular offers among the last available sizeable land parcels in the National Capital Territory, most of Delhi’s growth land having already been absorbed into the Delhi Development Authority’s land-pooling framework or built out. The Delhi parcel, one of the few remaining assemblies of this scale within Delhi, gives Max Estates first-mover access to this constrained pipeline on terms not replicable through an open-market purchase.

The transaction also extends Max Estates’ residential footprint beyond its existing Noida and Gurugram portfolio into Delhi for the first time, diversifying the Company’s geographic base across all three core NCR markets. This land sits at the heart of Delhi’s westward urban expansion under Master Plan 2047, an area now benefiting from the Delhi Government and DDA’s land-pooling policy and improving physical connectivity via Dwarka, the Gurugram border and IGI Airport.

Multi-Year Pipeline and Ecosystem Potential

At ~84.71 acres, the land parcel is more than a single project-it is large enough to be developed in phases over a multi-year horizon, this is one large, low-cost land which could act as a long-duration anchor (a “Trunk”) that is developed across successive launches over years, complemented by smaller, faster-turn projects (for this pipeline is already available with an aspiration to add 2 million sqft each year). A parcel of this scale allows Max Estates to plan an integrated, mixed-format development-residential, retail, social and community infrastructure-built out phase-by-phase in line with market absorption, providing multi-year revenue visibility without repeated fresh land acquisition.

Because the entire consideration is discharged in the Company’s own shares, the transaction requires no cash outflow, preserving Max Estates’ balance sheet-cash and cash equivalents of ~INR 1,727 crore as of June 2026-for other land acquisition opportunities the Company is separately evaluating across Noida, Gurugram and new strategic markets, as outlined in its investor presentations. The transaction increases the company’s land bank and future GDV pipeline without any release of cash.