Outcome of Board Meeting

• Security Code: 533150
• Company: GODREJPROP

Dear Sir/Madam, Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please note that the Board of Directors at its Meeting held today has approved the following: 1. To recommend to the Members of the company, the appointment of BSR &Co LLP (Firm Registration No. 101248W/W-100022) as Statutory Auditors of the Company to hold office from the conclusion of 32nd Annual General Meeting upto the conclusion of 37th Annual General Meeting, in place of the current Statutory Auditors Kalyaniwalla & Mistry LLP, whose term expires as per the provision of the Section 139 of Companies Act, 2013 read with Rules formed thereunder. Profile of BSR & Co LLP BSR & Co. ('the firm ') was constituted on 27 March 1990 having firm registration no. is 101248W. It was converted into limited liability partnership i.e. BSR & Co. LLP on 14 October 2013 with firm registration no. 101248W/W-100022. The registered office of the firm is at 5th Floor, Lodha Excelus,Apollo Mills Compound, N.M. Joshi Marg, Mahalaxmi, Mumbai, Maharashtra - 400 011. BSR & Co. LLP is a member entity of BSR & Affiliates, a network registered with the Institute of Chartered Accountants of India. The other entities which are part of the BSR & Affiliates include BSR & Associates LLP, B S R & Company, BSR and Co, BSR and Associates, BSR and Company, BSR& Co, BSR & Co and BSR & Co. BSR & Co. LLP is registered in Mumbai, Gurgaon, Bangalore, Kolkata, Hyderabad, Pune, Chennai, Chandigarh, Ahmedabad, Vadodara, Noida and Kochi. 2. A scheme of Arrangement between Godrej Vikhroli Properties India Limited (a wholly owned Subsidiary of the company) with Godrej Highrises Properties Private Limited (GHPPL) and Godrej Green Homes Limited (GGHL) (both wholly owned subsidiaries of the company) for demerger of the business of development of commercial project and the business of development of Hotel Project into GHPPL and GGHL respectively, subject to requisite approvals. 3. Obtaining enabling approval of the Members of the company for issue of Non-Convertible Debenture and/or other Debt securities not exceeding Rs 500 crore on Private Placement Basis. We further inform you that the Board of Directors has decided to convene and hold the 32nd Annual General Meeting of the Company on Wednesday, August 2, 2017, at Godrej One Pirojshanagar, Eastern Express Highway, Vikhroli (E), Mumbai 400 079. The meeting of Board of Directors of the company commenced at 11.45 am and concluded on 2.10 pm.