Advent Hotels International Limited has issued a comprehensive postal ballot notice seeking shareholder approval for a significant material related party transaction involving its associate company and related party dealings. The company has also published newspaper advertisements regarding the postal ballot process in compliance with regulatory requirements.

Transaction Overview

The company proposes a dual transaction structure with Valor Estate Limited, a related party entity. The transaction involves divestment of the company's stake in Bamboo Hotel And Global Centre (Delhi) Private Limited and transfer of outstanding loan obligations.

E-Voting Schedule and Process

The company has engaged National Securities Depository Limited (NSDL) to facilitate the remote e-voting process exclusively, with no physical postal ballot forms being distributed to shareholders.

Regulatory Compliance and Publication

Pursuant to Regulation 30 and Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company has published newspaper advertisements for the postal ballot notice and remote e-voting process. The advertisements were published in Free Press Journal (English) and Navshakti (Marathi) newspapers.

Strategic Rationale

The proposed transaction aims to simplify the group structure and reduce related-party complexity while substantially reducing the existing outstanding payable of Rs. 2,150.15 crores to Valor Estate. The company expects the transaction to enhance financial flexibility for core operating priorities and improve earnings visibility by removing development and funding obligations from the listed entity.

Bamboo Hotel is developing a hotel complex comprising St. Regis (189 rooms) and Marriott Marquis (590 rooms) with conferencing facilities and commercial office space at Aerocity, New Delhi. The project spans approximately 3.3 million sq.ft. and is nearing completion with an estimated one-year runway requiring additional funding of Rs. 250 crores.

Settlement Structure

The total consideration receivable from Valor Estate aggregating to Rs. 1,655.59 crores will be settled against the existing outstanding of Rs. 2,150.15 crores payable to Valor Estate by the company. This arrangement will significantly reduce the company's outstanding obligations to the related party.

The transaction qualifies as a material related party transaction under SEBI Listing Regulations, requiring special resolution approval from shareholders. The Audit Committee and Board of Directors have approved the proposed transaction on 5th March, 2026, with independent valuation conducted by CA Sumit Dhadda of DLS & Associates LLP.

Mr. Vicky Kundaliya, Practicing Company Secretary, has been appointed as Scrutinizer for the postal ballot process. The results will be communicated to stock exchanges and made available on the company's website and NSDL platform following the conclusion of e-voting.

Advent Hotels International Limited has successfully concluded its postal ballot voting process with overwhelming shareholder support for a key resolution related to material related party transactions. The company announced the results on March 16, 2026, demonstrating strong investor confidence in the proposed corporate actions.

Voting Results and Participation

The postal ballot achieved significant shareholder participation, with comprehensive voting data across different investor categories:

The overall voting participation reached 12.46% of outstanding shares, with 6,719,976 valid votes polled out of the total 53,942,887 shares. The resolution received exceptional support with 99.90% votes in favour and only 0.10% against.

Resolution Details

The postal ballot sought shareholder approval for material related party transactions with two key subsidiaries:

• BD&P Hotels (India) Private Limited: A subsidiary where Advent Hotels holds 75% economic interest and voting rights
• Goan Hotels And Realty Private Limited: A wholly owned subsidiary of the company

The resolution was classified as a special business item requiring shareholder consent under regulatory provisions.

Voting Process and Timeline

The postal ballot process was conducted entirely through electronic voting, following regulatory guidelines:

The company utilized the e-voting facility provided by National Securities Depository Limited (NSDL) for the entire voting process. Notice of the postal ballot was sent via email to 76,023 members who had registered their email addresses with the company, depositories, or registrar and share transfer agents.

Regulatory Compliance and Scrutiny

Mr. Vicky Kundaliya, a Practicing Company Secretary, served as the appointed scrutinizer for the postal ballot process. The scrutinizer's report confirmed the fairness and transparency of the voting process, conducted in accordance with Section 110 of the Companies Act, 2013, and related rules.

The company has made the voting results available on its website at www.adventint.in and on NSDL's e-voting platform at www.evoting.nsdl.com , ensuring transparency and accessibility for all stakeholders.

Corporate Structure

Advent Hotels International Limited, formerly known as Shiva Realtors Suburban Private Limited, operates in the hospitality sector with its registered office located at 7th Floor, Resham Bhavan, Veer Nariman Road, Churchgate, Mumbai. The company maintains strategic investments in subsidiary companies as part of its business expansion and operational strategy.