Sayaji Hotels Ltd

Director Resignation Details

• Name and designation: Mohammed Yusuf Abdul Razak Dhanani, Non-Executive Non-Independent Director.
• Effective from closure of business hours on 29 September 2026.
• Reason: due to other occupations.
• Resignation tendered on 29 September 2026.

Sayaji Hotels Limited — Trading Window closed from 1 October 2026 till 48 hours after declaration of unaudited standalone and consolidated financial results for the quarter ended 30 September 2026

Hotel Management Agreement

• Entered into a Hotel Management Agreement to operate an 80-room hotel in Bhavnagar, Gujarat.
• Property to be developed as a star-category hotel under the Effotel brand.
• Part of expansion plans to strengthen presence in the Western region.

AGM Details

• 43rd AGM scheduled for Friday, 4 September 2026 at 11:30 IST.
• VC/OAVM mode; deemed venue: registered office, Vadodara.
• Annual Report for FY 2025-26 accessible via web link.
• Email-dispatch cut-off date: 6 August 2026.
• RTA contact details provided for queries.
• Weblink to Annual Report 2025-26 available at issuer site.

AGM notice details

• Notice of 43rd AGM and annual report for FY2025-26 published on 11 August 2026.
• e-voting information provided to shareholders under SEBI LODR Regulation 47.
• Meeting mode indicated as VC/OAVM (non-physical).

Financial snapshot

• Standalone revenue from operations: ₹14,878.43 Lakhs; total income: ₹15,316.82 Lakhs.
• Consolidated revenue: ₹15,320.91 Lakhs; PBT: ₹(256.73) Lakhs; PAT: ₹(631.78) Lakhs.
• Standalone EBITDA: ₹4,331.60 Lakhs; standalone PAT: ₹1,108.82 Lakhs.
• Standalone total comprehensive income: ₹1,125.12 Lakhs; consolidated: ₹(661.46) Lakhs.
• Standalone EPS: ₹6.33; consolidated EPS: ₹(3.61).
• Net debt: ₹4,047.93 Lakhs; gearing: 0.26x; cash and cash equivalents: ₹338.25 Lakhs.
• No dividend declared for the year; dividend policy retained.
• Rights issue proposed earlier; currently under consideration; Rights Issue Committee dissolved (Aug 6, 2026).
• Dematerialised shares: 98.88%; ISIN: INE318C01014; BSE code: 523710.

Operations & footprint

• Group operates 42 hotels with 2,786 keys; 18 hotels (1,482 keys) under development.
• Portfolio expansion to 60 hotels and 4,268 keys on completion.
• Brands include Sayaji, Sayaji Resorts & Spa, Effotel, Enrise, Amber, Altara, The Forest Chapter.
• Expansion model: asset-light via management contracts, franchises, leases, revenue-sharing.

Capital structure & dividends

• Authorized share capital: ₹32.10 Crores; paid-up equity: ₹17.5179 Crores (1,75,17,977 shares).
• No differential voting rights; no debentures or stock options issued.
• Rights issue approved Jan 14, 2025; under consideration; Rights Issue Committee dissolved Aug 6, 2026.

Governance & leadership changes

• Board comprises 7 directors; Chaudhari ceased Jan 22, 2026; Gandhi appointed Chairman Jan 23, 2026.
• Kayum Razak Dhanani appointed Non-Executive Non-Independent Feb 10, 2026.
• Suchitra Dhanani resigned as Whole-Time Director June 25, 2026.
• CFO changes: Sandesh Khandelwal resigned Jan 31, 2026; Puneet Karade appointed CFO Apr 29, 2026; CS since Sept 16, 2025.

CSR & ESG

• CSR spend: ₹73.44 Lakhs; 2% of average net profits; Palghar hospital ₹23,46,400.
• Smile Foundation grant: ₹10,000; unspent ₹49,88,400 transferred to Unspent CSR Account.
• ₹23,09,500 transferred to Smile Foundation on 01-Jul-2026; ₹26,78,900 remaining for future milestones.
• Total CSR commitment to Smile Foundation: ₹49,98,400; CSR Committee chaired by Isha Garg.

Audit, controls & compliance

• Statutory Auditor: Manish Joshi & Associates; Secretarial Auditor: NPG & Co.
• MD & CFO certification dated 27-May-2026; annual Secretarial Compliance Report on company website.
• No material subsidiary; policy for determining material subsidiaries available on the website.

Risks, outlook & strategy

• Risks: economic slowdown, cybersecurity, guest experience, brand/reputation, talent retention, regulatory compliance.
• Opportunities: Tier II/III expansion, AI/data analytics, wellness/travel experiences, asset-light models.
• Outlook: sustained domestic demand, infrastructure support, digital transformation; focus on governance and sustainable growth.

Subsidiaries & associates

• Wholly-owned: Sayaji Housekeeping Services Ltd; Associate: United Foodbrands Limited (Barbeque Nation) 29.69%.
• Associate: SRSB Infrastructure Pvt Ltd; IHPL impairment noted; exit under strategic review.

AGM Details

• 43rd AGM scheduled for 4 September 2026 at 11:30 IST via VC/OAVM.
• Deemed venue: Registered Office, Vadodara.
• Notice issued for meeting per MCA/SEBI relaxations.

Ordinary Business

• Adopt standalone financial statements for the year ended 31 March 2026.
• Adopt consolidated financial statements for the year ended 31 March 2026.
• Re-appoint Mohammed Yusuf Abdul Razak Dhanani as Director, retiring by rotation.

Voting & Notices

• Outcomes not provided in the notice; voting via e-voting and VC/OAVM.
• E-voting period: 1 Sep 2026 to 3 Sep 2026; cut-off 28 Aug 2026.
• Annexure 1 contains details of the director proposed for appointment.

Financial highlights

• Standalone Revenue From Operations: Rs 2,000.27 Lakh for quarter ended 30.06.2026.
• Standalone Total Revenue: Rs 2,387.02 Lakh; Standalone Expenses: Rs 2,423.12 Lakh.
• Consolidated net profit to owners: Rs 29.69 Lakh; Consolidated EPS: Rs 0.17.
• Share of profit from associate: Rs 91.82 Lakh; Total Comprehensive Income (quarter): Rs 33.77 Lakh.

Lease model & management revenue

• Revenue recognised under lease model in quarter: Rs 0.
• Revenue recognised under lease model for year ended 31-03-2026: Rs 6,211.76 Lakh.
• Management fee income recognised in quarter: Rs 108.39 Lakh.

Governance & approvals

• Board approved unaudited standalone and consolidated results for the quarter ended 30 June 2026.
• Approved 43rd Annual Report and AGM notice; cut-off dates; Scrutinizer appointed.
• Dissolution of Right Issue Committee and Borrowing & Investment Committee.

Operational notes

• Unaudited subsidiary figures included; some items not reviewed for the subsidiary.
• Lease-related revenue shifts due to Sayaji Raipur; management fees recognized per agreement.