Sayaji Hotels (Indore) Limited’s Board of Directors appointed Mr. Prakash Bhatore as Company Secretary and Compliance Officer effective October 1, 2026. The appointment replaces Mr. Aaditya Kasera, who resigned from the post. Mr. Bhatore is an Associate Member of the Institute of Company Secretaries of India with membership number A79062.

The board approved the appointment during its meeting on September 16, 2026, which commenced at 4:03 pm and concluded at 4:25 pm. Alongside the key appointment, the directors sanctioned an enhancement in the company’s borrowing limits and approved material related-party transactions pending shareholder consent.

Postal Ballot Details

The approval of related-party transactions is subject to subsequent shareholder approval via the postal ballot mechanism. The board finalized the draft notice for the postal ballot, appointed a scrutinizer for e-voting, and determined the cut-off date for serving notices and conducting electronic voting.

E-voting will commence on September 21, 2026, at 9:00 am and conclude on October 21, 2026, at 5:00 pm. The cut-off date for shareholders eligible for notice and e-voting is September 16, 2026. Central Depository Services (India) Limited (CDSL) is providing the e-voting facility.

Mr. Anuj Nema, Practicing Company Secretary, has been appointed as the Scrutinizer for conducting the Postal Ballot/E-voting.

Proposed Resolutions

Shareholders are being asked to approve two key resolutions:

• Enhancement of Borrowing Limits: A special resolution to authorize borrowing up to ₹500 crore, exceeding the aggregate of paid-up share capital, free reserves, and securities premium.
• Material Related-Party Transactions (RPTs): An ordinary resolution to approve unsecured loans and other borrowings from related parties, with a maximum limit of ₹50 crore individually from any single related party.

The proposed RPTs involve transactions with 21 related parties, including Sayaji Hotels (Pune) Limited, Malwa Hospitality Private Limited, and promoters such as Raoof Razak Dhanani. The interest rate for these borrowings is set at 18%, with a tenure of 12 months from the date of first disbursement.

What the Numbers Show

The proposed transactions represent significant leverage adjustments for the company. Based on the latest audited financial statements as at March 31, 2025, the Debt-to-Equity ratio stands at 1.55. If the maximum proposed transaction limits are utilized, this ratio would rise to 2.26.

Similarly, the Debt Service Coverage Ratio (DSCR) would contract sharply from 1.42 before the transaction to 0.28 after the transaction. This indicates that the proposed borrowing capacity significantly outstrips the company's current debt servicing capability based on existing financial metrics, highlighting a heavy reliance on promoter-related funding for future operational requirements.

Sayaji Hotels (Indore) Limited secured a stay from the Madhya Pradesh High Court on the partial suspension of its FSSAI licence for the Indore unit. The court granted the relief on August 22, 2026, following a writ petition filed by the company.

The regulatory action stems from an inspection conducted by the Food Safety and Standards Authority of India at the property on August 20, 2026. The Office of Food Safety Administration, Indore, issued the partial suspension order on August 21, 2026, after trading hours.

Legal Proceedings and Court Order

The company filed a Writ Petition before the Hon'ble High Court of Madhya Pradesh, Indore Bench, on August 22, 2026, challenging the impugned order. The court vide its order dated August 22, 2026, granted a stay on the FSSAI directive.

Operational and Financial Impact

The company stated that there are no material operational or financial implications arising from the order at present. It has requested concerned authorities to take necessary action in compliance with the High Court order.

Sayaji Hotels (Indore) Limited notified BSE Limited under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company continues to monitor the matter and assess any further implications.