U.P. Hotels Limited has issued an intimation to BSE Limited regarding its 65th Annual General Meeting (AGM) and related procedures for the financial year 2025-2026.

Key Dates and Procedures

  • The 65th Annual General Meeting will be held on Tuesday, September 29, 2026, at 2:30 PM through Video Conferencing (VC) or Other Audio-Visual Means (OAVM).
  • The company has fixed Tuesday, September 22, 2026, as the Cut-Off Date for determining member eligibility to vote by remote e-voting or e-voting at the AGM.
  • The Remote e-Voting period will begin on Saturday, September 26, 2026, at 9:30 AM and end on Monday, September 28, 2026, at 5:00 PM.
  • The Register of Members and Share Transfer Books will remain closed from Tuesday, September 22, 2026, to Tuesday, September 29, 2026 (both days inclusive) for the purpose of the AGM.

Business to be Transacted

Ordinary Business:

1. To receive, consider and adopt the audited financial statements of the Company for the financial year ended March 31, 2026, together with the reports of the Board of Directors and the Auditors.

2. To appoint a director in place of Mrs. Supriya Gupta (DIN: 00009188), who retires by rotation and, being eligible, offers herself for re-appointment.

Regulatory Context and Meeting Format

The AGM is being held through VC/OAVM in compliance with multiple circulars issued by the Ministry of Corporate Affairs (MCA), including General Circular No. 14/2020, 17/2020, 22/2020, 33/2020, 39/2020, 10/2021, 20/2021, 3/2022, 11/2022, 09/2023, 09/2024, and 03/2025, which permit virtual meetings without physical member presence due to the COVID-19 pandemic. The deemed venue for the AGM is the Registered Office of the Company in New Delhi.

Voting and Participation Details

  • The facility for appointment of proxies is not available for this virtual AGM.
  • Corporate members must send a certified copy of board resolution authorizing their representative(s) to attend and vote.
  • The company has appointed Mr. Deepak Bansal of Deepak Bansal & Associates, Company Secretary (Membership No. FCS 3736, COP No. 7433), as the Scrutinizer to conduct vote scrutiny.
  • The company is availing Video Conferencing facilities from its Registrar & Share Transfer Agent, Skyline Financial Services Private Limited, and e-voting services from National Securities Depository Limited (NSDL).
  • Members can join the VC/OAVM 15 minutes before the meeting, with participation available for up to 1,000 members on a first-come-first-served basis (excluding large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, and auditors).

Document Availability

The Notice of the 65th AGM and the Annual Report for 2025-26 are being sent only by email to members whose email addresses are registered. The documents are also available on the company's website (www.hotelclarks.com), BSE's website (www.bseindia.com), and NSDL's website (www.evoting.nsdl.com).

Additional Shareholder Information

  • All unpaid dividends up to FY 2015-16 have been transferred to the Investor Education & Protection Fund (IEPF); no dividend is currently due for transfer.
  • Members are advised to dematerialize physical shares as SEBI mandates processing transfer requests only in dematerialized form.
  • Members must ensure their KYC details (PAN, bank details, email, mobile) are updated with the company or their Depository Participant.

Financial Impact

This disclosure pertains to corporate governance and shareholder administration procedures. No specific financial impact is quantified in this disclosure.

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