Lands End Properties Pvt Ltd has informed BSE regarding Outcome of Board Meeting was held on October 19, 2015. 1. Scheme of Amalgamation We wish to inform you that the Board of Directors of Lands End Properties Private Limited (the 'Company') has at its meeting held today, considered and approved the amalgamation of the Company with The Indian Hotels Company Limited (the 'Transferee Company'), by way of a court approved scheme of arrangement between the Company, the Transferee Company and their respective shareholders and creditors under the provisions of Sections 391-394 of the Companies Act, 1956, read with Section 52 of the Companies Act, 2013, Section 78 and Sections 100 to 103 of the Companies Act, 1956 ('Scheme'). The Scheme has been approved by the Board of Directors of the Company subject to the requisite approvals of the shareholders and creditors of the Company and the sanction of the High Court of Judicature at Bombay. The Scheme is also subject to compliance with applicable laws and receipt of relevant regulatory approvals and third party consents, as may be required. The Audit Committee of the Company has at its meeting earlier today approved and recommended the Scheme to the Board of Directors of the Company. The fairness opinion on the Scheme has been issued by Fortress Capital Management Services Private Limited. As intimated to you vide our letter dated October 14, 2015, the Transferee Company had on October 14, 2015 acquired 80.1% equity shareholding of the Company by way of purchase from the erstwhile shareholders and thereby the Company became a wholly owned subsidiary of the Transferee Company. The Transferee Company is primarily engaged in the business of owning, operating and managing hotels, palaces and resorts. The rationale for the proposed Scheme is: a) It shall enable the business of the Company, by virtue of becoming part of a larger entity, to have access to the financial resources, management experience and expertise of the Transferee Company. The Scheme would thus enable the business of the Company to leverage the resources of the Transferee Company and facilitate raising of funds on competitive terms and achieving operational and cost synergies. b) Other benefits of the Scheme include simplifying management structure, leading to better administration, a reduction in costs from more focused operational efforts, rationalization, standardisation and simplification of business processes; the elimination of duplication, and rationalization of administrative expenses, simplification of shareholding structure and reduction of shareholding tiers; and facilitating a wider and stronger base for future growth through the addition of assets by leveraging upon benefits of scale, translating into increased business opportunities and reduced expenses. The salient features of the proposed Scheme are: a) The appointed date for the Scheme is the close of business on March 31, 2016. b) Upon effectiveness of the Scheme and with effect from the appointed date, the entire undertaking, including all assets, liabilities, rights and obligations of the Company would be transferred to the Transferee Company as a going concern. c) Upon effectiveness of the Scheme, since the Company is a wholly owned subsidiary of the Transferee Company, all outstanding shares of the Company held by Transferee Company will stand cancelled and no consideration whatsoever shall pass from the Transferee Company. d) Upon the coming into effect of the Scheme, the Company shall stand dissolved without winding-up, without any further act or deed. e)As required under extant SEBI regulations, the Scheme is, inter alia, conditional upon approval by the majority of the public shareholders of the Transferee Company, by voting through postal ballot and e-voting, Indian Hotels Company Ltd has informed BSE regarding the details of Voting results at the Extraordinary General Meeting (EGM) of the Company held on May 04, 2016, under Regulation 44(3) of SEBI (LODR) Regulations, 2015 in connection with the Scheme of Arrangement between The Indian Hotels Company Limited ('Company'), Lands End Properties Private Limited ('Transferor Company') and its respective shareholders and creditors of the Company under the provisions, of Section 391 to 394 of the Companies Act 1956. (As Per BSE Announcement Dated on 05.05.2016) Indian Hotels Company Ltd has informed BSE regarding 'Intimation of extension of date of September 30, 2016 in the Scheme'. (As per BSE Announcement dated on 30.09.2016) Indian Hotels Company Ltd has informed BSE regarding 'Intimation of effectiveness of the Scheme of Arrangement between The Indian Hotels Company Limited, Lands End Properties Private Limited and their respective shareholders and creditors'. (As Per BSE Announcement Dated on 19.12.2016)