Outcome of Board Meeting

• Security Code: 523710
• Company: SAYAJIHOTL

Dear Sir,


Sub.: Outcome of the Board Meeting held on 19 September 2018 at 3.30 P.M.

Ref: Intimation of the Composite Scheme of Amalgamation and Arrangement under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

With reference to the captioned subject, we hereby inform you that, the Board of Directors of our company at its meeting held today has approved the Composite Scheme of Amalgamation and Arrangement between Sayaji Hotels Limited, Ahilya Hotels Limited, Sayaji Housekeeping Services Limited, Sayaji Hotels (Pune) Limited and Sayaji Hotels Management Limited and their respective shareholders and creditors under section 230 to 232 read with section 52 and 66 and other applicable provisions of the Companies Act, 2013 ('Scheme'). The Scheme inter-alia provides:
a. Amalgamation of Ahilya Hotels Limited ('AHL') into Sayaji Hotels Limited ('SHL') on a going concern basis and cancellation and reduction of share capital of Sayaji Hotels Limited in the manner set out in the Scheme; and
b. Demerger, transfer and vesting of the Demerged Undertakings (as defined hereinafter) from Sayaji Hotels Limited to Sayaji Hotels (Pune) Limited ('SHPL') and Sayaji Hotels Management Limited ('SHML) collectively referred to as the Resulting Companies (as defined hereinafter) on a going concern basis and the consequent issue of shares by the Resulting Companies to the shareholders of Sayaji Hotels Limited in the manner set out in the Scheme; and
c. The reduction of share capital of the Resulting Companies in the manner set out in the Scheme.
d. Amalgamation of Sayaji Housekeeping Services Limited ('SHKSL') into Sayaji Hotels Management Limited on a going concern basis.
2. The Scheme is subject to requisite statutory and regulatory approvals and sanction by the respective shareholders and creditors of each of the companies involved in the Scheme.
3. It may be noted that the Scheme has been reviewed and recommended for approval by the Audit Committee of the Company at its meeting held on 19 September 2018.

The detailed disclosure as required under Regulation 30 of the Listing Regulations, 2015 read with Circular CIR/CFD/CMD/4/2015 dated 9th September 2015 is enclosed as Annexure to this outcome.
We request you to take the same on your records.