Shareholders meeting

August 11, 2026 The Manager The Manager BSE Limited National Stock Exchange of India Limited Department of Corporate Services Exchange Plaza, Bandra Kurla Complex Floor 25, P. J. Towers, Bandra (E), Mumbai - 400 051 Dalal Street Mumbai - 400 001 Symbol - SINCLAIR BSE Scrip Code: 523023 The Secretary The Calcutta Stock Exchange Ltd 7, Lyons Range, Kolkata 700 001 CSE Scrip Code: 029074 Dear Sir/Madam, Sub: Notice of 54th Annual General Meeting of Company Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing the Notice of 54th Annual General Meeting (AGM) of the members of the Company, scheduled to be held on Tuesday, September 15, 2026, at 11.00 A.M. (IST) through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”). The AGM Notice is also being made available on the website of the Company at www.sinclairsindia.com and on the website of National Securities Depositories Limited at www.evoting.nsdl.com. You are requested to kindly take the same on record. Thanking you, Yours faithfully, For Sinclairs Hotels Limited Dipak Kumar Shaw Company Secretary M No.: A44841 Encl: as above SINCLAIRS HOTELS & RESORTS Sinclairs Hotels Limited CIN: L55101WB1971PLC028152 Registered Office: 147, Block G, New Alipore, Kolkata - 700 053 Tel. No.: +91 90075 40731 E- mail: cs@sinclairshotels.com, Website: www.sinclairsindia.com Notice confirming that he meets the criteria of Independence as prescribed under the Act and the SEBI Listing Regulations, and in respect of whom the Company has received a notice in writing under section 160 of the Act, the approval of the Members be and is hereby accorded for re- Notice is hereby given that the 54th Annual General Meeting of the Company appointment as an Independent Director of the Company, not liable will be held on Tuesday, September 15, 2026 at 11 am through Video to retire by rotation, for second term of five (5) consecutive years, with Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) to transact the effect from May 26, 2027 upto May 25, 2032. following business: RESOLVED FURTHER THAT pursuant to the provisions of Section 197 ORDINARY BUSINESS and other applicable provisions of the Act, and the rules made thereunder, consent of the members be and are hereby accorded for 1. To receive, consider and adopt the Audited Financial Statements for payment of sitting fees to Mr. Sanjeev Kumar Khandelwal in such the financial year ended March 31, 2026 and the Reports of the Board manner and up to such extent as the Nomination and Remuneration of Directors’ and Auditors’ thereon. Committee of the Company recommends and the Board of Directors To consider and if thought fit, to pass the following resolution as an determine from time to time. Ordinary Resolution: RESOLVED FURTHER THAT the Board of Directors of the Company, be RESOLVED THAT the Audited Financial Statements of the Company and are hereby severally authorized to do and perform all such acts for the financial year ended March 31, 2026 and the reports of the and take all such steps as may be necessary, proper and expedient to Board of Directors and Auditors thereon, as circulated to the members, give effect to this resolution. be and are hereby considered and adopted. 5. To consider and approve the re-appointment of Mr. Swajib Swapan 2. To declare dividend on equity shares for the financial year ended March Chatterjee as Manager of the Company for a period of five years with 31, 2026. effect from May 26, 2027 To consider and if thought fit, to pass the following resolution as an To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: Ordinary Resolution: “RESOLVED THAT dividend of ` 0.80 per equity shares of ` 2 each RESOLVED THAT pursuant to the provisions of Section 196,197, 198, i.e. 40% on the paid-up equity share capital of the Company, as 203 and any other applicable provisions, if any, of the Companies Act, recommended by the Board of Directors, be and is hereby declared 2013 (“the Act”) read with Schedule V of the Act, and the Rules made for the financial year ended March 31, 2026 and the same be paid out thereunder and the applicable provisions of the Securities and of the profits of the Company.” Exchange Board of India (Listing Obligations and Disclosure 3. To appoint Mr. Navin Chand Suchanti (DIN: 00273663) as a Director of Requirements) Regulations, 2015 [including any statutory the Company, liable to retire by rotation. modification(s) or re enactment(s) thereof for the time being in force] and pursuant to the recommendation of the Nomination and To consider and if thought fit, to pass the following resolution as an Remuneration Committee (“NRC”) and the Board of Directors, Ordinary Resolution: Mr. Swajib Swapan Chatterjee , who holds office as Manager upto May “RESOLVED THAT Mr. Navin Chand Suchanti (DIN: 00273663), who 25, 2027, the approval of the Members of the Company be and is retires by rotation at this meeting, and being eligible, offers himself hereby accorded for the re-appointment of Mr. Swajib Swapan for re-appointment, be and is hereby appointed as Director of the Chatterjee , Chief Operating Officer to act as the Manager of the Company liable to retire by rotation. Company, for a further period of 5 (five) years with effect from May 26, 2027 to May 25, 2032 (both days inclusive) on the terms and SPECIAL BUSINESS conditions including remuneration as set out in the statement annexed 4. To consider and approve the re-appointment of Mr. Sanjeev Kumar to the notice convening this meeting, with liberty to the Board of Khandelwal (DIN: 00419799) as an Independent Director of the Directors to alter and vary the terms and conditions of the said Company for second term of five consecutive years commencing from re-appointment and/or remuneration as it may deem fit subject to May 26, 2027 the same not exceeding the limits specified under Schedule V of the To consider and, if thought fit, to pass the following resolution as Companies Act, 2013 or any statutory modification(s) or re-enactment Special Resolution: thereof. RESOLVED THAT pursuant to the provisions of Section 149, 150 and RESOLVED FURTHER THAT the Board of Directors of the Company, be 152 and any other applicable provisions, if any, of the Companies Act, and are hereby severally authorized to do and perform all such acts 2013 (“the Act”) read with Schedule IV to the Act, and the Rules made and take all such steps as may be necessary, proper and expedient to thereunder and the applicable provisions of the Securities and give effect to this resolution. Exchange Board of India (Listing Obligations and Disclosure By order of the Board Requirements), Regulations 2015 (“ SEBI LODR Regulations”) (including For Sinclairs Hotels Limited any statutory modification(s) or re-enactment(s) thereof, for the time being in force, and based on the recommendation of the Nomination Dipak Kumar Shaw and Remuneration Committee and the Board of Directors, Mr. Sanjeev Place: Kolkata Company Secretary Kumar Khandelwal (DIN: 00419799), who holds office as an Independent Date: August 6, 2026 Membership No.: A44841 Director upto May 25, 2027 and who has submitted a declaration Notes: renewal/exchange of securities certificate; endorsement; sub- division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members 1. The Ministry of Corporate Affairs has vide its General Circular dated September are requested to make service requests by submitting a duly filled and signed 22, 2025 read together with circular dated April 8, 2020, April 13, 2020, May Form ISR – 4 to the Company or the RTA. 5, 2020, January 13, 2021, December 8, 2021, December 14, 2021, May 5, 2022, December 28, 2022, September 25, 2023 and September 19, 2024 The format of the Register of Members prescribed by the MCA under the (collectively referred to as “MCA Circulars” [Showing first 8,000 characters — download PDF for full document]