Shareholders meeting

IMART HOTEL INVESTMENTS— 07% August 2026 SAMHI Hotels Ltd. BSE Limited National Stock Exchange of India Corporate Relationship Department Limited Phiroze Jeejeebhoy Towers, Dalal Street, ~ Exchange Plaza, C-1, Block G, Bandra Mumbai - 400 001, Maharashtra, India Kurla Complex, Bandra (East), Mumbai -400 051, Maharashtra, India Scrip Code: 543984 Scrip Code: SAMHI Sub: Notice of the 16 (Sixteenth) Annual General Meeting of the Members of SAMHI Hotels Limited (“the Company”) along with e-Voting instructions Dear Sir/ Madam, Pursuant to the provisions of Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“SEBI LODR Regulations™), please find enclosed the Notice (including e-Voting instructions) convening the 16® (Sixteenth) Annual General Meeting (“AGM”) of the Members of the Company for the financial year 2025-26 scheduled to be held on Monday, 31% day of August 2026 at 02:00 p.m. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) in line with the relevant Circulars issued by the Ministry of Corporate Affairs (“MCA™) and the Securities & Exchange Board of India (“SEBI™). In compliance with the relevant circulars issued by the SEBL, the said Notice of the AGM is being sent to all the shareholders through electronic mode at their registered e-mail addresses and are also made available on the Company’s website at www.samhi.co.in. This is for your kind information & records. Thanking You. Yours faithfully, For SAMHI Hotels Limited Sanjay Jain Senior Director - Corporate Affairs, Company Secretary and Compliance Officer Encl.: As above Correspondence wiww.samhi coin Notice of Annual General Meeting Notice is hereby given that the 16" (Sixteenth) Annual “V. The Authorized Share Capital of the Company is General Meeting ("AGM") of the members of SAMHI Hotels % 29,00,00,000/- (Indian Rupees Twenty-Nine Crores Limited (“the Company”) will be held on Monday, 31 day of Only) divided 29,00,00,000 (Twenty-Nine Crores) Au2g026 uat02s:00 tp.m. (IST) through Video Conferencing equity shares of X 1/- (Indian Rupee One) each.” (“ve") or Other Audio-Visual Means (“OAVM"), for which RESOLVED FURTHER THAT the directors and purpose the Registered & Corporate Office situated at 05" Company Secretary of the Company be and are hereby Floor, Unit No. Office - 11, Worldmark 4, Asset Area No. LP- severally authorized to do, or cause to be done all such 1B-04, Gateway District, Delhi Aerocity, Near Indira Gandhi acts, deeds and things for increasing the Authorized International Airport, New Delhi - 110037, India, shall be Share Capital of the Company and/or amendment to deemed as the venue for the AGM and the proceedings of the Company’'s Memorandum of Association of the the AGM shall be deemed to be made thereatt,o transact the Company, for filing necessary forms and documents following business(es): with the Registrar of Companies, Ministry of Corporate Affairs and to do all such act(s), deed(s), or thing(s) ORDINARY BUSINESS(ES): including the execution and signing any document(s) 1. To receive, consider and adopt the Standalone and and/or writing(s) which may be considered necessary, Consolidated Audited Financial Statements of the proper or expedient/or giving effect to the aforesaid Company for the financial year ended 31 March 2026 resolution and/or matters connected therewith or and Reports of the Directors’ and Auditors’ thereon matters incidental thereto.” 2. To appoint a director in place of Mr. Manav Thadani To approve the raising of capital through an issuance (DIN: 00534993), who retires by rotation and being of equity shares or other eligible convertible securities eligible, offers himself for re-appointment. for an amount not exceeding ¥ 750,00,00,000/- (Indian Rupees Seven Hundred Fifty Crores) SPECIAL BUSINESS(ES): To consider and if thought fit, to pass with or without 3. To approve increase in the authorized share capital modification(s) the following resolution(s) as Special of the Company and consequent alteration in the RBesolution: Memorandum of Association of the Company “RESOLVED THAT pursuant to the provisions of Sections To consider and if thought fit, to pass with or without 23, 42, 62(1)(c), 71 and other applicable provisions, modification(s) the following resolution(s) as an if any, of the Companies Act, 2013, the Companies Ordinary Resoluti (Prospectus and Allotment of Securities) Rules, “RESOLVED THAT pursuant to the provisions of 2014, the Companies (Share Capital and Debentures) sections 13, 61, 64, and other applicable provisions Rules, 2014 and other rules and regulations made of the Companies Act, 2013, if any, read with thereunder, including any amendment(s), statutory the relevant rules framed thereunder (including modification(s) and/or re-enactment(s) thereof, for any statutory modification(s), amendment(s) or the time being in force and the enabling provisions re-enactment(s) thereof) for the time being in force of the Memorandum of Association and the Articles and in accordance with the applicable provisions of the of Association of the Company, all other applicable Articles of Association of the Company, the consent of laws, rules and regulations, including the provisions the Members be and is hereby accorded to increase of the Foreign Exchange Management Act, 1999 as the Authorized Share Capital of the Company from amended and rules and regulations framed thereunder % 25,00,00,000/- (Indian Rupees Twenty Five Crores including Foreign Exchange Management (Non-Debt Only) divided 25,00,00,000 (Twenty-Five Crores) Instruments) Rules, 2019, as amended, the current equity shares of ¥ 1/- (Indian Rupee One) each to Consolidated FDI Policy issued by the Department for % 29,00,00,000/- (Indian Rupees Twenty-Nine Crores Promotion of Industry and Internal Trade, Ministry of Only) divided 29,00,00,000 (Twenty-Nine Crores) equity Commerce, Government of India, as amended and the sharesof% 1/-(Indian Rupee One) each, by the creation of applicable rules and regulations made thereunder the % 4,0000,000/- (Indian Rupees Four Crores Only), applicable provisions of the Securities and Exchange ranking pari-passu in all respects with the existing Board of India (Issue of Capital and Disclosure equity shares of the Company and the existing clause Requirements) Regulations, 2018, as amended (“SEBI V of the Memorandum of Association of the Company ICDR Regulations”), the Securities and Exchange shall stand substituted as follows: Board of India (Listing Obligations and Disclosure Notice (Contd.) Requirements) Regulations, 2015 (“SEBI LODR accordance with the provisions of the SEBI ICDR Regulations”), as amended, the Securities Contracts Regulations, or through any other permissible mode (Regulation) Act, 1956, the Securities Contracts and/ or combination thereof as any be considered (Regulation) Rules, 1957, as amended (“SCRR"), and appropriate under applicable law, to such investors such other statutes, clarifications, rules, regulations, that may be permitted to invest in such issuance of circulars, notifications, guidelines, if any, as may be Securities, including to eligible “qualified institutional applicable, as amended from time to time issued by buyersa”s defined inthe SEBIICDR Regulations, foreign/ the Government of India, and such other statutes, resident investors (whether institutions, incorporated clarifications, rules, regulations, circulars, notifications, bodies, mutual funds, individuals or otherwise), quidelines, if any, as may be applicable, as amended venture capital funds(foreign or Indian), alternate from time to time issued by the Government of India, investment funds, foreign portfolio investors, qualified the Ministry of Corporate Affairs (“MCA"), the Securities foreign investors, Indian and/ or multilateral financial and Exchange Board of India (“SEBI"t)h,e Reserve Bank institutions, mutual funds, insurance companies, non- of Indi [Showing first 8,000 characters — download PDF for full document]