Advani Hotels & Resorts (India) Limited has issued a postal ballot notice dated January 28, 2026, seeking shareholder approval for key resolutions related to executive compensation. The company is proposing two ordinary resolutions through remote e-voting to address remuneration matters for its Chief Executive Officer and Whole Time Director.

Postal Ballot Resolutions

The company has put forward two critical resolutions for shareholder consideration:

Background and Context

The postal ballot follows a failed special resolution at the company's Annual General Meeting held on September 29, 2025. Although the resolution received 65.42% approval, it did not achieve the requisite majority for passage as a special resolution. Consequently, Mr. Prahlad S. Advani has not drawn any salary since August 1, 2025, and has refunded the salary paid in August 2025.

The company had initially proposed a special resolution out of abundant caution to cover potential scenarios where remuneration might exceed regulatory thresholds due to global geo-political concerns. However, with improved conditions and positive developments, the company now believes an ordinary resolution is sufficient.

Proposed Remuneration Structure

The Board of Directors, upon recommendation of the Nomination and Remuneration Committee, has approved the following compensation structure for Mr. Prahlad S. Advani:

Remuneration Periods and Amounts

Compensation Components

The remuneration package includes comprehensive benefits:

• Fixed Compensation: Basic salary, House Rent Allowance (up to 60% of basic salary), medical expenses (up to one month's basic salary annually)
• Statutory Benefits: Provident fund and gratuity contributions as per company rules
• Perquisites: Company car with driver, travel expenses, insurance policies, credit cards, club memberships
• Essential Facilities: Accommodation at company hotel, telephone and IT expenses, business-related subscriptions

Executive Background and Achievements

Mr. Prahlad S. Advani brings extensive experience to his role, having completed 25 years of service with the company. He holds a Bachelor of Science degree from Cornell University School of Hotel Administration and is an alumnus of Harvard Business School. His tenure has been marked by significant contributions to the company's financial performance and operational excellence.

Recent Financial Performance

Under his leadership, the company has achieved substantial growth:

The company's cash and bank balances have grown from Rs. 2,629 Lakhs in FY 2021-22 to Rs. 5,170 Lakhs in FY 2024-25, representing almost 100% growth.

Industry Benchmarking

The company engaged Crowe Horwath HTL Consultants Private Limited to conduct a compensation benchmarking study. The consultant recommended remuneration in the range of Rs. 15 million to Rs. 20 million for the CEO position, considering the competitive hospitality environment in Goa and Mr. Advani's additional regulatory responsibilities as a whole-time director.

Voting Process and Timeline

Shareholders can participate in the remote e-voting process through NSDL's platform. The company has appointed Mr. B. Narasimhan of BN & Associates as the Scrutinizer to oversee the voting process. Physical copies of the postal ballot notice are not being sent, in accordance with Ministry of Corporate Affairs circulars, and the notice is available on the company's website and stock exchange platforms.

The resolutions, if passed by requisite majority, will be deemed effective from February 28, 2026, with results and the scrutinizer's report to be made available on the company's website and stock exchange platforms immediately after declaration.

Advani Hotels & Resorts has announced the declaration of its first interim dividend of Re.1 per share, marking a significant corporate action for the hospitality company. This dividend declaration represents the company's commitment to distributing returns to its shareholders during the current fiscal period.

Dividend Declaration Details

The company has approved the payment of an interim dividend to eligible shareholders. The following table summarizes the key dividend parameters:

Shareholder Impact

This interim dividend declaration demonstrates Advani Hotels & Resorts' approach to shareholder value creation through direct cash returns. The Re.1 per share distribution will provide immediate returns to investors who hold shares in the company. Eligible shareholders will receive the dividend payment as per the company's established timeline and record date requirements.

Corporate Action Significance

The declaration of the first interim dividend reflects the company's financial management strategy and its ability to generate distributable profits during the ongoing fiscal period. This corporate action indicates the hospitality company's confidence in maintaining cash flow levels sufficient to support shareholder distributions while continuing its business operations.