U. P. Hotels Seeks Shareholder Approval for SEBI Delisting Extension

Special Resolution: Seeking in-principle approval of members for application to SEBI for extension of time to comply with requirements specified in SEBI's letter dated 03.12.2024 regarding voluntary delisting of equity shares from BSE Limited
Application Date: Company/Acquirers filed application with SEBI on 04.05.2026 for extension of time
Board Approvals: Board of Directors granted approval in meetings dated 30.04.2026, 28.05.2026, and 07.09.2026

Voting Method: Remote e-voting only through NSDL services
Voting Period: Tuesday, September 15, 2026 at 9:30 AM IST to Wednesday, October 14, 2026 at 5:00 PM IST
Cut-off Date: Friday, September 11, 2026 for determining voting rights
Scrutinizer: Mr. Deepak Bansal (CP No. 7433), Proprietor of Deepak Bansal & Associates, Practicing Company Secretaries
Result Declaration: On or before Friday, October 16, 2026

SEBI Deadline: SEBI letter dated 03.12.2024 directed company to complete voluntary delisting process within one year (expired 02.12.2025)
Previous Attempts:
First postal ballot conducted from 06.08.2025 to 04.09.2025 - special resolution disapproved by members
Second EGM through postal ballot conducted from 03.06.2026 to 02.07.2026 - special resolution again disapproved by members
Extension Requests: Company made multiple requests to SEBI for extension on 13.10.2025, 09.12.2025, and 07.02.2026, all refused by SEBI via letters/emails dated 04.12.2025, 02.02.2026, 24.04.2026, and 25.06.2026

Promoter Holding: Mr. Apurv Kumar and Mr. Anoop Kumar (promoters) own 1,21,498 equity shares (2.25% of paid-up capital)
Total Promoter Group: 47,72,960 equity shares representing 88.39% of total paid-up equity share capital
Public Shareholding: 6,27,040 equity shares comprising 11.61% of total paid-up equity share capital

MPS Non-compliance: Company has been in continuous non-compliance with Minimum Public Shareholding requirements under Rule 19A of Securities Contracts (Regulation) Rules, 1957 since December 2001
Thin Trading: Equity shares are thinly traded
Exit Opportunity: Delisting proposal intended to provide exit opportunity to public shareholders

Notice available on company website: www.hotelclarks.com
Notice available on NSDL website: www.evoting.nsdl.com
Documents available for inspection at registered office during business hours until 14.10.2026

Financial impact not quantified in the disclosure. The resolution seeks approval for extension application only.