Notice of 15th Annual General Meeting along with Annual Report for FY-2025-26

HELLOJI HOLIDAYS LIMITED 15TH ANNUAL REPORT (2025-2026) 15TH ANNUAL REPORT 2025-2026 | 2 CONTENTS INDEX PAGE NO Board of Directors and Management 4 No(cid:415)ce for 15th Annual General Mee(cid:415)ng 5-16 17-30 Directors’ Report Annexure-A 31-32 Annexure-B 32-35 MR-3 36-39 Cer(cid:415)ficate of Non-Disqualifica(cid:415)on of Directors 40 Management Discussion & Analysis Report 41-42 Cer(cid:415)fica(cid:415)on by Chief Financial Officer 43 Independent Auditor’s Report 44-55 Balance Sheet 56 Statement Of Profit & Loss 57 Cash Flow Statement 58 Notes on Financial Statement 59-70 Accoun(cid:415)ng Policies 71-76 A(cid:425)endance Slip 77 Proxy Form (MGT 11) 78 15TH ANNUAL REPORT 2025-2026 | 3 HELLOJI HOLIDAYS LIMITED CIN - L63040DL2012PLC452865 BOARD OF DIRECTORS NAME DESIGNATION MR HITESH KUMAR SINGLA CHAIRMAN & MANAGING DIRECTOR MR NIKHIL SINGLA DIRECTOR MR NITIN DIXIT DIRECTOR MR ANIL KUMAR SHARMA DIRECTOR MR SIDDHARTH GUPTA INDEPENDENT DIRECTOR MS PREETI JAIN INDEPENDENT DIRECTOR MS DEEPIKA GAUR INDEPENDENT DIRECTOR INDEPENDENT DIRECTOR MR UMESH AGGARWAL (Appointed May 28, 2026) KEY MANAGERIAL PERSONNEL NAME DESIGNATION MR NIKHIL SINGLA CHIEF FINANCIAL OFFICER MRS SHIKHA DARUKA COMPANY SECRETARY AND COMPLIANCE OFFICER CORPORATE INFORMATION REGISTERED OFFICE BANKERS ICICI BANK HELLOJI HOLIDAYS LIMITED AXIS BANK WA 89, THIRD FLOOR,SHAKARPUR, HDFC BANK EAST DELHI,DELHI-110092 BANK OF INDIA IDFC FIRST BANK STATUTORY AUDITOR INTERNAL AUDITOR KHANDELWAL JAIN & CO. M SHRIVASTAV & CO. 8 & 9, HANS BHAWAN, GROUND FLOOR, 1, OFFICE NO.210,BSI BUSINESS PARK BAHADUR SHAH ZAFAR MARG, H- 161,SECTOR-63,NOIDA,UP NEAR I.T.O. OFFICE, NEW DELHI – 110002 SECRETARIAL AUDITOR REGISTRAR & SHARE TRANSFER AGENT MAASHITLA SECURITIES PVT LTD.KRISHNA APRA SAGAR GUPTA & ASSOCIATES BUSINESS SQUARE, SHOP NO – 9,NAULAKHA,SADAR 451,NETAJI SUBHASH PLACE BAZAR,GWALIOR ROAD,AGRA 282001 NEW DELHI-110034 LISTED AT ISIN WEBSITE INVESTOR E-MAIL ID BSE LTD INE1FJE01010 WWW.HELLOJI.COM COMPLIANCE@HELLOJI.COM 15TH ANNUAL REPORT 2025-2026 | 4 No(cid:415)ce For 15th Annual General Mee(cid:415)ng NOTICE IS HEREBY GIVEN THAT THE 15TH ANNUAL GENERAL MEETING OF THE MEMBERS OF HELLOJI HOLIDAYS LIMITED (CIN: L63040DL2012PLC452865) WILL BE HELD ON FRIDAY, THE 18TH DAY OF SEPTEMBER, 2026 AT 11.30 NOON AT REGISTERED OFFICE WA 89, THIRD FLOOR, SHAKARPUR, EAST DELHI, INDIA, TO TRANSACT THE FOLLOWING BUSINESS. ORDINARY BUSINESS: 1. TO CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026 AND THE REPORTS OF THE BOARD OF DIRECTORS, AUDITORS AND SECRETARIAL AUDITORS THEREON. “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2026 and the reports of the Board of Directors, Auditors and Secretarial Auditors thereon, be and is hereby considered and adopted by the Board of Directors and as circulated to the Members for their Approval ”. 2. TO RE-APPOINT MR. HITESH KUMAR SINGLA (DIN: 03287159), WHO RETIRES BY ROTATION AT THIS MEETING AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT. “RESOLVED THAT in accordance with the provisions of Sec(cid:415)on 152 and other Applicable provisions of the Companies Act, 2013, Mr. Hitesh Kumar Singla {DIN: 03287159} who re(cid:415)res by rota(cid:415)on at this mee(cid:415)ng, be and is hereby re- appointed as a Director of the company but Subject to approval of Members of the Company 3. TO RE-APPOINT MR. NIKHIL SINGLA (DIN: 05346302), WHO RETIRES BY ROTATION AT THIS MEETING AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT. “RESOLVED THAT in accordance with the provisions of Sec(cid:415)on 152 and other Applicable provisions of the companies Act, 2013,Mr. Nikhil Singla {DIN:05346302} Who re(cid:415)res by rota(cid:415)on at this mee(cid:415)ng, be and is hereby re-appointed as a Director of the company but Subject to approval of Members of the Company 4. RACTIFICATION OF AUDITOR: To consider and if thought fit to pass with or without modifica(cid:415)on(s) the following resolu(cid:415)on as an Ordinary Resolu(cid:415)on: RESOLVED THAT, pursuant to the provision of Sec(cid:415)on 139(8) of the Companies Act, 2013 M/s Khandelwal Jain & Co., Chartered Accountants, New Delhi (Firm Registra(cid:415)on No. 105049W), at DELHI, who was appointed as statutory auditor of the company be and is hereby Ra(cid:415)fy as Statutory 15TH ANNUAL REPORT 2025-2026 | 5 Auditors of the Company For the Financial year 26-27 but Subject to approval of Members of the Company RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized for and on behalf of the Company to take all necessary steps and to do all such acts, deeds, ma(cid:425)er, filing and things which may deem necessary in this behalf. FURTHER RESOLVED THAT the Board of Directors be and is hereby authorized in consulta(cid:415)on with the Company’s Auditors to appoint Auditor of the Company, to audit the accounts of the Company’s on such terms and condi(cid:415)ons including remunera(cid:415)on as the Board of Directors may deem fit. SPECIAL BUSINESS:- 5. REGULARISATION OF ADDITIONAL DIRECTOR OF THE COMPANY MR. UMESH AGGARWAL (DIN: 08744857) BY APPOINTING HIM AS A REGULAR INDEPENDENT DIRECTOR OF THE COMPANY To consider and if thought fit to pass, with or without modifica(cid:415)on(s), the following resolu(cid:415)on as a Special Resolu(cid:415)on. “RESOLVED THAT pursuant to the provisions of Sec(cid:415)on 152, 161(1) and all other applicable provisions, if any, of the Companies Act, 2013 read with Rules made thereunder and Regula(cid:415)on as per relevant provisions of the Securi(cid:415)es and Exchange Board of India (Lis(cid:415)ng Obliga(cid:415)ons and Disclosures Requirements) Regula(cid:415)ons, 2015 (including any amendments thereto or re-enactment thereof, for the (cid:415)me being in force), Mr. Umesh Aggarwal (DIN:08744857), who was appointed as an Addi(cid:415)onal Director of the Company with effect from 28TH May, 2026, by the Board of Directors of the Company, based on the recommenda(cid:415)on of the Nomina(cid:415)on and Remunera(cid:415)on Commi(cid:425)ee, who holds office up to the date of this Annual General Mee(cid:415)ng and in respect of whom the Company has received a no(cid:415)ce in wri(cid:415)ng from a member proposing his candidature for the office of Director, be and is hereby appointed as Director of the Company (Non-Execu(cid:415)ve &Independent Director) of the Company and he shall not be liable to re(cid:415)re by rota(cid:415)on RESOLVED FURTHER THAT, the Board of Directors of the Company be and are hereby severally authorized to sign the requisite forms / documents and to do all such acts, deeds and things and execute all such documents, instruments and wri(cid:415)ngs as may be required to give effect to the aforesaid resolu(cid:415)on.” 6. APPROVAL OF AGGREGATE MANAGERIAL REMUNERATION PAYABLE TO DIRECTORS FOR FINANCIAL YEAR 26-27 RESOLVED THAT pursuant to the provisions of Sec(cid:415)ons 196, 197, 198, 203 and all other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with Schedule V thereto, the Companies (Appointment and Remunera(cid:415)on of Managerial Personnel) Rules, 2014, applicable provisions of the SEBI (Lis(cid:415)ng Obliga(cid:415)ons and Disclosure Requirements) Regula(cid:415)ons, 2015, the Ar(cid:415)cles of Associa(cid:415)on of the Company, and subject to such statutory approvals as may be required, from the Members of the Company and Board of Directors along with the Nomina(cid:415)on and Remunera(cid:415)on Commi(cid:425)ee be and is hereby accorded for payment of aggregate managerial remunera(cid:415)on to the following directors for the financial year ending 31 March 2027, 15TH ANNUAL REPORT 2025-2026 | 6 notwithstanding that the aggregate managerial remunera(cid:415)on exceeds eleven per cent (11%) of the net profits of the Company computed in accordance with Sec(cid:415)on 198 of the Companies Act, 2013: M [Showing first 8,000 characters — download PDF for full document]