Shareholders meeting

LEELA PALACES HOTELS & RESORTS LIMITED (formerly known as Schloss Bangalore Limited) Registered Office: The Leela Palace, Diplomatic Enclave, Africa Avenue, Netaji Nagar New Delhi South Delhi 110023 Tel No. +91 (11) 39331234 Email Id: cs@theleela.com CIN: L55209DL2019PLC347492 Website: www.theleela.com Ref No. THELEELA/2026-27/040 Date: August 13, 2026 To To Sr. General Manager Sr. General Manager Listing Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G Dalal Street Bandra Kurla Complex Mumbai – 400001 Bandra (E), Mumbai – 400 051 Scrip Code- 544408 Symbol- THELEELA ISIN - INE0AQ201015 ISIN - INE0AQ201015 Sub: Notice of the Seventh Annual General Meeting of Leela Palaces Hotels & Resorts Limited (“Company”) Dear Sir/ Madam, Pursuant to Regulation 30 read with Para A, Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), enclosed herewith is the Notice of the Seventh Annual General Meeting (AGM) of the Company scheduled to be held on Friday, September 4, 2026 at 11:00 A.M. (IST) through Video Conference/Other Audio Visual Means (VC/OAVM), in accordance with the applicable circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). The said Notice forms part of the Annual Report of the Company for the Financial Year 2025-26 and will also be available on the website of the Company at https://www.theleela.com/general-meeting-information/AGM/FY2025-2026 This is for your information and record. Thanking you, For Leela Palaces Hotels & Resorts Limited (formerly known as Schloss Bangalore Limited) Jyoti Maheshwari Company Secretary and Compliance Officer Membership No.: A24469 Encl.: As above C Statutory Reports F 1 NNoottiiccee ooff AAnnnnuuaall GGeenneerraall MMeeeettiinngg NOTICE TO THE MEMBERS To consider and if thought fit, to pass the following resolution as an Ordinary NOTICE IS HEREBY GIVEN THAT THE SEVENTH ANNUAL GENERAL MEETING OF THE Resolution: MEMBERS OF LEELA PALACES HOTELS & RESORTS LIMITED (FORMERLY KNOWN AS SCHLOSS “RESOLVED THAT in accordance with the provisions of Section 152 and any other BANGALORE LIMITED) WILL BE HELD ON FRIDAY, SEPTEMBER 4, 2026 AT 11:00 A.M. (IST) applicable provisions, if any, of the Companies Act, 2013, Ms. Ananya Tripathi THROUGH VIDEO CONFERENCING (VC)/OTHER AUDIO VISUAL MEANS (OAVM) TO TRANSACT (DIN: 08102039), who retires by rotation and being eligible for re-appointment, be THE FOLLOWING BUSINESSES: and is hereby reappointed as a Director of the Company, liable to retire by rotation.” ORDINARY BUSINESS: NOTES: 1. To receive, consider and adopt the Audited Standalone Financial Statements of the 1. Pursuant to the General Circular Nos. 14/2020 dated April 08, 2020 and the latest Company for the financial year ended March 31, 2026, together with the Reports of being 03/2025 dated September 22, 2025, read with other relevant circulars issued the Board of Directors and the Auditors thereon. by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange To consider and if thought fit, to pass the following resolution as an Ordinary Board of India (“SEBI”) Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, read with Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October Resolution: 3, 2024 and other circulars issued in this regard (“SEBI Circulars”) (collectively “RESOLVED THAT the audited standalone financial statements of the Company for referred to as “Circulars”), the Company is convening the Annual General Meeting the Financial Year ended March 31, 2026, and the reports of the Board of Directors (‘the Meeting’ or ‘AGM‘) through Video Conferencing (‘VC’)/Other Audio Visual and Auditors thereon, as circulated to the Members, be and are hereby received, Means (‘OAVM’) without the physical presence of the Members. considered and adopted.” 2. To receive, consider and adopt the Audited Consolidated Financial Statements of the 2. For the purpose of the Companies Act, 2013 (“Act”), the proceedings of the meeting Company for the financial year ended March 31, 2026, together with the Report of shall be deemed to be conducted at the Registered Office of the Company situated the Auditors thereon. at The Leela Palace, Diplomatic Enclave, Africa Avenue, Netaji Nagar, New Delhi, India, 110023. To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: PURSUANT TO THE PROVISIONS OF THE ACT AND SEBI (LISTING OBLIGATIONS AND “RESOLVED THAT the audited consolidated financial statements of the Company for DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 (“SEBI LISTING REGULATIONS”), the Financial Year ended March 31, 2026, and the reports of the Auditors thereon, as A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT circulated to the Members, be and are hereby received, considered and adopted.” ONE OR MORE PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY(IES) NEED NOT BE A MEMBER OF THE COMPANY. Since this AGM is being 3. To appoint a director in place of Ms. Ananya Tripathi (DIN: 08102039), who retires by held through VC/OAVM, physical attendance of Members has been dispensed with. rotation and being eligible, offers herself for re-appointment. Annual Report 2025-26 Leela Palaces Hotels & Resorts Limited 2 C Statutory Reports F NNoottiiccee ((CCoonnttdd..)) Accordingly, the facility for appointment of proxy(ies) by the Members will not be who are allowed to attend the AGM without restriction on account of first come available for this AGM and hence the Proxy Form, Attendance Slip and Route Map for first served basis. the AGM are not annexed to this Notice. 7. The attendance of the Members attending the AGM through VC/OAVM will be 3. Institutional shareholders/corporate shareholders (i.e., other than individuals, counted for the purpose of reckoning the quorum under Section 103 of the Act. HUFs, NRIs, etc.) are required to send a scanned copy (PDF/JPG format) of their 8. In terms of the MCA Circulars and the relevant SEBI Circulars, the Company is respective Board or governing body Resolution, Authorisation, etc., authorising their sending this AGM Notice along with the Annual Report for FY 2025-26 in electronic representative to attend the AGM through VC/OAVM on their behalf and to vote form only to those Members whose email IDs are registered with the Company, through remote e-Voting. The said Resolution/Authorisation shall be sent to the Registrar and Transfer Agent and Depositories as on the Benpos Date, August 7, Scrutiniser by e-mail to scrutinisers@mmjc.in with a copy marked to evoting@nsdl. 2026. The Company shall send the physical copy of the Annual Report for FY 2025- com. Institutional shareholders (i.e., other than individuals, HUFs, NRIs, etc.) can also 26 only to those Members who specifically request the same at cs@theleela.com upload their Board Resolution/Power of Attorney/Authority Letter, etc. by clicking on mentioning their Folio No/DP ID and Client ID. The Notice convening the AGM and the “Upload Board Resolution/Authority Letter”, etc. displayed under the “e-Voting” tab Annual Report for FY 2025-26 have been uploaded on the website of the Company at in their login. https://www.theleela.com/general-meeting-information/AGM/FY2025-2026 and may 4. In the case of joint holders attending the AGM, only such joint holder, who is higher also be accessed from the relevant section on the website of BSE Limited (BSE) at in the order of names, will be entitled to vote. www.bseindia.com and the National Stock Exchange of India Limited (NSE) at www. nseindia.com and on the website of National Securities Depository Limited (NSDL) 5. The relevant details pursuant to Regulation 36(3) of the SEBI Listing Regulations at www.evoting.nsdl.com. and Secretarial Standards-2 on General Meetings issued by the Institu [Showing first 8,000 characters — download PDF for full document]