AGM Details

  • Meeting Date: Tuesday, September 15, 2026
  • Time: 11:00 AM IST
  • Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM) only (no physical attendance)
  • Deemed Venue: Registered Office of the Company in Kolkata
  • Book Closure: September 9, 2026 to September 15, 2026 (both days inclusive)
  • Record Date: Tuesday, September 8, 2026 (for dividend entitlement and voting rights)

Business to be Transacted

Ordinary Business

1. Adoption of Financial Statements: To receive, consider and adopt the Audited Financial Statements for the financial year ended March 31, 2026 along with Reports of Board of Directors and Auditors.

2. Declaration of Dividend: To declare dividend of ₹0.80 per equity share of ₹2 each (40%) for FY2026, payable out of profits.

3. Re-appointment of Director: To appoint Mr. Navin Chand Suchanti (DIN: 00273663) as Director liable to retire by rotation.

Special Business

4. Re-appointment of Independent Director: Special Resolution to approve re-appointment of Mr. Sanjeev Kumar Khandelwal (DIN: 00419799) as Independent Director for a second term of five consecutive years from May 26, 2027 to May 25, 2032. Approval also sought for payment of sitting fees as determined by the Nomination and Remuneration Committee and Board.

5. Re-appointment of Manager: Ordinary Resolution to approve re-appointment of Mr. Swajib Swapan Chatterjee as Manager of the Company for five years from May 26, 2027 to May 25, 2032. Proposed remuneration: ₹32.68 lakh per annum with annual increments, plus provident fund, gratuity, mobile connection, conveyance, and fuel expenses.

Dividend Distribution Details

Tax Deduction at Source (TDS) for Resident Members

  • Valid PAN registered: 10% TDS (No TDS if dividend ≤ ₹10,000 for individuals)
  • No PAN/Invalid PAN: 20% TDS regardless of amount for non-individuals; for individuals, 20% TDS only if dividend > ₹10,000
  • Lower/NIL deduction certificate: Rate as per certificate from Income Tax Authority
  • Exempt entities: LIC, GIC, Government, RBI, Mutual Funds, AIF Category I & II, Provident Funds, NPS, and others as per Income Tax Act, 2025 provisions
  • Document submission deadline: August 28, 2026

Withholding Tax for Non-Resident Members

  • FIIs/FPIs/Other Non-Residents: 20% plus surcharge and cess or tax treaty rate, whichever is beneficial
  • Indian Branch of Foreign Bank: NIL if specific documents provided, else 35% plus surcharge and cess
  • Tax treaty benefits: Require Tax Residency Certificate, PAN/declaration, Form 41, and self-declaration
  • Document submission deadline: August 28, 2026

General Dividend Notes

  • TDS certificates will be emailed to members post dividend payment
  • Members must update PAN with DP (demat) or Company/RTA (physical) by August 28, 2026
  • No TDS for resident individuals if dividend ≤ ₹10,000
  • Unclaimed dividends for 7 years will be transferred to Investor Education and Protection Fund (IEPF)
  • Unclaimed shares where dividend remains unclaimed for 7+ years will also be transferred to IEPF
  • Mr. B L Soni, CFO, is the Nodal Officer for IEPF claims

Voting Arrangements

Remote e-Voting

  • Service Provider: National Securities Depositories Limited (NSDL)
  • Voting Period: September 12, 2026 (9:00 AM) to September 14, 2026 (5:00 PM)
  • Cut-off Date: September 8, 2026 (for determining voting rights)
  • Voting Rights: Proportional to shareholding as on cut-off date

Voting During AGM

  • Only members who haven't voted remotely can vote during the meeting
  • Members who voted remotely can attend but cannot vote again

Login Methods

  • Demat holders with NSDL: Multiple options including OTP login, IDeAS portal, direct website login, or mobile app "NSDL Speede"
  • Demat holders with CDSL: Through CDSL Easi/Easiest facility or direct authentication
  • Physical shareholders: Through EVEN number and folio number registration

Helpdesk Contacts

  • NSDL: evoting@nsdl.com or 022-4886 7000
  • CDSL: helpdesk.evoting@cdslindia.com or 1800-21-09911

Scrutinizer Appointment

CA Deepak Kumar Daga (Membership No. 059205) of S.M. Daga & Co. (FRN: 303119E) appointed as Scrutinizer to oversee the voting process.

Virtual Meeting Participation

  • Members can join meeting 15 minutes before scheduled time through NSDL e-Voting system
  • Facility available for first 1000 members on first-come-first-served basis (exceptions for large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)
  • Members wishing to speak must register by September 8, 2026, 4:00 PM at cs@sinclairshotels.com
  • Questions can be submitted in advance by September 8, 2026, 4:00 PM
  • Stable internet connection recommended for better experience

Director Profiles Seeking Re-appointment

Mr. Navin Chand Suchanti (DIN: 00273663)

  • Designation: Non-executive Non-Independent Director
  • Age: 72 years (DOB: October 15, 1953)
  • First Appointment: June 30, 1990
  • Qualification: B.Sc. (Hons)
  • Experience: 53 years in tourism and hospitality, public relations, advertising, finance and taxation
  • Board Meetings attended: 5 out of 5 in FY2026
  • Remuneration: Sitting fees of ₹35,000 for FY2025-26
  • Shareholding: 3,352,211 shares
  • Relationships: Husband of Ms. Pramina Suchanti (Non-Executive Director), Brother of Dr. Niren Suchanti (Non-Executive Director)

Mr. Sanjeev Kumar Khandelwal (DIN: 00419799)

  • Designation: Non-Executive Independent Director
  • Age: 65 years (DOB: November 15, 1960)
  • First Appointment: May 26, 2022
  • Qualification: B.Com (Hons) from St. Xavier's College, Calcutta University; NCFM Certification; AI course from MIT Sloan School of Management
  • Experience: 41 years in financial services, merchant banking, capital markets, commodity markets operations, and investment advisory services
  • Board Meetings attended: 5 out of 5 in FY2026
  • Remuneration: Sitting fees of ₹35,000 for FY2025-26
  • Shareholding: Nil
  • Relationships: None with other directors/KMPs

Mr. Swajib Swapan Chatterjee

  • Designation: Manager
  • Age: 54 years (DOB: March 30, 1972)
  • First Appointment: May 26, 2022
  • Qualification: Hotel Management from IHMCT&AN, Bhubaneswar (PUSA New Delhi)
  • Experience: 31 years in hospitality sector, mostly with Sinclairs Hotels Limited
  • Remuneration: ₹30,41,381 for FY2025-26; proposed ₹32.68 lakh per annum for new term
  • Shareholding: Nil
  • Relationships: None with other directors/KMPs

Regulatory Compliance Notes

  • Meeting conducted under MCA Circulars permitting virtual AGMs
  • Proxy facility not available for virtual AGM
  • Members holding physical shares must convert to demat form for all service requests
  • SEBI mandated KYC requirements for physical shareholders through Form ISR-1
  • Nomination facility available through Form SH-13 for physical shareholders
  • Register of Directors, KMP shareholding, and interested contracts available for electronic inspection upon request
  • Annual Report sent electronically unless physical copy requested