|
To
The Members
The Board presents the Seventy Sixth Annual Report together with the
Audited Financial Statement and the Auditor's Report for the financial year ended 31st
March 2026.
FINANCIAL HIGHLIGHTS
The financial highlights are set out below:
| Particulars |
Standalone |
Consolidated |
| Year |
2025-26 |
2024-25 |
2025-26 |
2024-25 |
| Total Income |
28,124.91 |
25,352.94 |
31,057.43 |
28,795.06 |
| Earnings Before Interest, Taxes, Depreciation and
Amortisations (EBITDA) |
10,643.57 |
10,049.78 |
11,898.66 |
11,533.91 |
| Finance Costs |
156.03 |
155.67 |
230.89 |
213.49 |
| Depreciation |
1,300.91 |
1,238.17 |
1,425.31 |
1,344.70 |
| Exceptional Items |
(1,309.95) |
968.99 |
(1,320.75) |
(283.57) |
| Share of Profit/(Loss) of Associate and Joint Venture
Companies |
- |
- |
565.45 |
587.69 |
| Profit/(Loss) Before Tax |
7,876.68 |
9,624.93 |
9,487.16 |
10,279.84 |
| Current Tax |
2,167.71 |
1,881.42 |
2,434.48 |
2,231.54 |
| Deferred Tax |
323.85 |
230.75 |
479.75 |
349.31 |
| Profit/(Loss) for the year |
5,385.12 |
7,512.76 |
6,572.93 |
7,698.99 |
| Other Comprehensive Income/(Loss) for the year, net of tax |
(12.21) |
3.79 |
956.61 |
88.25 |
| Total Comprehensive Income/(Loss) |
5,372.91 |
7,516.55 |
7,529.54 |
7,787.24 |
| Less: Share of Profit/(Loss) of Non-Controlling Interest |
|
|
143.41 |
303.93 |
| Total Comprehensive Income/(Loss) attributable to Group |
|
|
7,386.13 |
7,483.31 |
| Profit/(Loss) for the Year attributable to the Group |
|
|
6,282.80 |
7,394.45 |
| Balance Brought Forward |
15,297.40 |
8,531.29 |
17,044.34 |
10,399.58 |
| Retained earning: |
|
|
|
|
| Dividend paid during the year |
938.05 |
750.44 |
938.05 |
750.44 |
| Balance carried forward in Retained Earnings |
19,732.26 |
15,297.40 |
22,420.59 |
17,044.34 |
PERFORMANCE
Company's financial performance in FY 2025-26 reflects the sustained
strength of its operating model: a portfolio of properties with market-leading
positioning, structured to generate pricing power through brand equity and guest loyalty
rather than purely volume-driven occupancy. The domestic travel demand, sustained across
leisure, corporate, and event-led segments, helped the Company to deliver the
above-industry margin performance through pricing discipline and operational leverage on a
largely fixed cost base.
Standalone Performance
In FY 2025-26, the Company delivered total revenue of Rs. 28,124.91
Million, representing an 11% increase
over prior year. The Company witnessed growth in rates across most of
its hotels accompanied by an increase in volumes contributing to higher revenue. EBITDA
reached Rs. 10,643.57 Million which grew by 5.9% over prior year. Profit before tax
decreased to Rs. 7,876.68 Million from Rs. 9,624.93 Million in FY 2025-26 due to
exceptional items (New Labour Code impact & Mashobra Resort Limited legal case
settlement). Net profit after tax dropped to Rs. 5,385.12 Million from Rs. 7,512.76
Million in prior year due to impact of exceptional item.
Operating expenditure increased by 14.2% to Rs. 17,481.34 Million in FY
2025-26 from Rs. 15,303.16 Million in the previous year in line with increase in business
volumes. Depreciation for FY 2025-26 at Rs. 1,300.91 Million was higher than Rs. 1,238.17
Million
for FY 2024-25 due to hotel renovations and impact of addition of a new
hotel property during the year.
The Company improved its cash flow position during the year to end with
Rs. 9,845.84 Million of cash reserves.
Consolidated Performance
In FY 2025-26, the Company delivered total revenue of Rs. 31,057.43
Million, representing a 7.86% increase over the prior year. EBITDA reached Rs. 11,898.66
Million which grew by 3.2% over last year. Profit before tax decreased to Rs. 9,487.16
Million from Rs. 10,279.84 Million in FY 2025-26 due to exceptional items. Net profit
after tax declined to Rs. 6,572.93 Million, compared to Rs. 7,698.99 Million in the prior
year due to exceptional items.
Borrowings As at 31st March 2026, the Company's long-term
and short-term borrowings stood at Nil on standalone and consolidated basis.
Credit Ratings
During the year under review, CARE assigned an issuer rating of CARE
AA+ (Stable) to the Company, reaffirming its strong credit profile, robust financial
position, and prudent capital management.
Capital Expenditure During FY 2025-26, the Company's capital
expenditure outlay aggregated to Rs. 6,280.07 million on standalone basis and Rs. 6,963.91
million at the consolidated level, reflecting continued investments in expansion and asset
improvement initiatives.
The Management Discussion and Analysis Report is attached and forms a
part of this Report. It covers various topics, including the Company's performance during
the Financial Year 2025-26 and the future outlook.
New Labour Code
During the year, the Government of India notified the Code on Wages,
2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020 and the
Occupational Safety, Health and Working Conditions Code, 2020 (collectively, the
"Labour Codes") which seeks to consolidate multiple existing labour laws into a
unified framework governing employment and post employment benefits.
Based on an assessment of the financial impact of these changes, the
Company on consolidated basis recognised an incremental obligation of Rs. 300 Million
towards increased employee benefit liabilities relating to past service. Given the
non_recurring nature of this impact, the amount has been presented as "Exceptional
Item" in the consolidated financial statements for the year ended 31st
March 2026.
In accordance with the Board's mandate, the Company has implemented
policies, systems and processes and restructured employee salary components to align with
the requirements of the Labour Codes. The Company continues to monitor developments,
including additional rules, clarifications or amendments, and will evaluate and account
for the impact thereof in the relevant periods, as applicable.
Impact of Conflicts
During the year under review, Operation Sindhoor in Quarter 1 and
continuing geopolitical tensions and conflict in the West Asia region in Quarter 4,
contributed to heightened uncertainty in the global economic environment with a
corresponding impact on the Company's financial performance. The Company has been closely
monitoring these developments and evaluating their potential impact on its operations,
supply chain, fuel cost, overall market conditions and travel demand.
While the direct impact on the Company's operations have not been
significantly affected during the Financial Year 2025-26, the resulting volatility may
have implications for operating costs, business sentiment and demand for travel in the
Year 2026-27. In particular, increase in the fuel prices may influence airline capacity,
airfares and travel patterns, which could, in turn, affect inbound foreign tourism and
corporate travel, particularly during the historic peak period of H2. Additionally,
elevated fuel and energy prices may have an impact on operating costs.
The management has undertaken appropriate risk mitigation measures,
including prudent cost management, ongoing monitoring of demand trends and operational
preparedness to respond to changing market conditions. The Company remains focused towards
maintaining operational resilience and financial discipline and will continue to assess
the evolving situation and take such actions as may be necessary to safeguard the
interests of the Company and its stakeholders.
STATE OF THE COMPANY'S AFFAIRS
There has been no change in the nature of the Company's business
operations and affairs during the Financial Year 2025-26. Key developments in the
business, are detailed in the Management Discussion and Analysis Report.
DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134 (5) of the Companies
Act, 2013 ("the Act") and, based upon representations from Management, the Board
states that:
a) in preparing the Annual Accounts, applicable accounting standards
have been followed and there are no material departures;
b) the Directors have selected accounting policies, applied them
consistently and made judgements and estimates that are reasonable and prudent to give a
true and fair view of the state of affairs of the Company at the end of the financial year
and of the profit of the Company for the year;
c) the Directors have taken proper and sufficient care in maintaining
adequate accounting records in accordance with the provisions of this Act for safeguarding
the assets of the Company and for preventing and detecting fraud and other irregularities;
d) the Directors ensured the annual accounts of the Company have been
prepared on a "going concern" basis;
e) the Directors have laid down internal financial controls to be
followed by the Company and these internal financial controls are adequate and operating
effectively; and
f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and such systems are adequate and operating
effectively.
TRANSFER TO RESERVES
The Company has not transferred any amount to the reserves for the
financial year ended 31st March 2026.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
The Business Responsibility and Sustainability Report, detailing the
Company's initiatives in environmental, social, and governance perspectives, is attached
and forms a part of this report.
MATERIAL CHANGES, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY AFTER THE CLOSURE OF THE FINANCIAL YEAR TILL THE DATE OF THE REPORT
No significant changes have occurred affecting the Company's financial
position from the end of the Financial Year 2025-26 up to the date of this report.
DIVIDEND
The Board recommends a Dividend of Rs.1.50/- (75%) per equity share for
the Financial Year 2025-26, for the approval by Shareholders at the ensuing Annual General
Meeting.
BOARD MEETINGS
During the year, five Board Meetings were convened on 20th
May 2025; 05th August 2025; 11th November 2025; 10th
February 2026 and 24th March 2026.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Mr. Manoj Harjivandas Modi (DIN-00056207) will retire by rotation as a
Director of the Company at the forthcoming Annual General Meeting and being eligible,
offers himself for re-appointment. The Board recommends the re-appointment of Mr. Manoj
Harjivandas Modi as a Director on the Board.
The Independent Directors confirmed their compliance with the
independence criteria outlined in Section 149(6) of the Companies Act, 2013 (the Act) and
Regulation 16(1 )(b) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The Board acknowledge that the Independent Directors meet the required
criteria of independence.
The Independent Directors also confirmed their compliance with the Code
for Independent Directors prescribed in Schedule IV to the Act.
COMMITTEES OF THE BOARD
The Board of Directors has constituted the following committees:
• Audit Committee
• Nomination and Remuneration Committee
• Corporate Social Responsibility Committee
• Stakeholders' Relationship Committee
• Risk Management Committee
Details of composition, terms of reference and number of meetings held
during the financial year are given in the Report on Corporate Governance, which forms a
part of this Report. Furthermore, during the year under review, all recommendations made
by the various committees have been considered and accepted by the Board.
CORPORATE GOVERNANCE REPORT
The Corporate Governance Report along with the certificate from the
Practicing Company Secretary forms a part of this report.
CORPORATE SOCIAL RESPONSIBILITY
The Company's Corporate Social Responsibility (CSR) Policy formulated
in accordance with Section 135 of
the Act read with the Company's (Corporate Social Responsibility
Policy) Rules, 2014 can be accessed on the Company's website
https://www.eihltd.com/-/media/ eihltd/investors/policies/eih-csr-policy.pdf
A report on Corporate Social Responsibility activities undertaken by
the Company for the Financial Year 202526 is attached and forms a part of this report.
THE COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND
SENIOR MANAGEMENT PERSONNEL APPOINTMENT AND REMUNERATION
The Company's policy on Directors' Appointment and Remuneration
("Director Appointment Policy") and Senior Management and Key Managerial
Personnel Appointment and Remuneration Policy ("Senior Management Policy")
formulated in accordance with Section 178 of the Act, read with the Regulation 19(4) of
the Listing Regulations can be accessed on the Company's website:
https://www.eihltd.com/-/media/eihltd/investors/
policies/directors-appointment-and-remuneration-
policy.pdf
https://www.eihltd.com/-/media/eihltd/investors/
policies/senior-management-and-kmp-remuneration-
policy.pdf
The key points outlined in the Directors Appointment Policy are as
follows:
• The Policy aims to appoint Directors (including NonExecutive and
Independent Non-Executive Directors) who possess significant skills, competence, and
experience in various fields such as business, finance, accounting, law, information
technology, management, sales, marketing, administration, corporate governance, hotel
operations, or other relevant disciplines related to the Company's business. These
Directors should be capable of effectively performing their supervisory role in the
management and general affairs of the Company.
• Evaluation of individuals against various criteria, including
industry experience and other attributes necessary for successful performance in the role,
while also considering the benefits of board diversity.
• Consideration of how the individual is likely to contribute to
the overall effectiveness of the Board and collaborate constructively with other
Directors.
• Assessment of the skills and experience the individual brings to
the position and how these qualities will enrich the collective skillset and experience of
the Board.
• Examination of the individual's current positions, including
directorships or other affiliations, and how these roles might impact their ability to
exercise independent judgment.
• Evaluation of the time commitment required from Directors to
fulfill their duties to the Company effectively.
The main points of the "Senior Management Policy" are
outlined as follows:
• The objective of the Policy is to establish a framework and
define standards for the appointment, compensation, and termination of Key Managerial
Personnel (KMP) and Senior Managerial Personnel. These individuals are entrusted with the
responsibility and capability to steer the Company towards its long-term objectives,
development, and growth.
• The appointment and remuneration of Key Managerial Personnel and
Senior Managerial Personnel are structured to align with the Company's interests and those
of its shareholders, within an appropriate governance framework.
• Remuneration packages are designed to be in harmony with the
Company's objectives, taking into consideration its strategies and risks.
• Compensation is linked to both individual and Company
performance, thereby influencing the extent of variable pay.
• Remuneration structures are crafted to be competitive within the
hospitality industry or other relevant sectors for respective roles.
• Executives performing similar levels of job complexity receive
comparable compensation packages.
ENERGY CONSERVATION MEASURES
Energy Conservation Initiatives - FY 2025-26 and
Plans for FY 2026-27
Focussed energy conservation efforts were maintained
throughout the year. Key initiatives taken include
operational measures as well as progressive introduction of energy
efficient equipment and systems. Significant measures include reduction in use of diesel
and natural gas in steam boilers by replacement of steam operated laundry and kitchen
equipment with energy efficient electrically operated equipment, installation of high
efficiency LED lighting, replacement of conventional air-handling fans with energy
efficient electronically controlled fan for air-conditioning and ventilation systems,
automation of cooling tower temperature control, upgrading water pumps with the latest
generation energy efficient pumps, installation of energy efficient chiller and cooling
towers, replacement of old refrigeration units, and installation of energy efficient heat
pumps for pool heating.
Furthermore, kitchen and laundry equipment as well as major plant and
machinery like elevators, chillers, boilers, ventilation equipment, etc. were operated
with adaptive control in relation to occupancy and ambient weather conditions.
The Company maintained efforts to include notable proportion of
electricity generated by renewable energy sources in several hotels which avoid carbon
emissions. The Oberoi Udaivilas and The Oberoi Vanyavilas met 41% and 27% respectively of
their electricity requirement from in-house solar plants. The Oberoi Bengaluru and Oberoi
Flight Services Chennai procured 96% and 85% respectively of their electricity requirement
from offsite wind energy plants while Wildflower Hall met 100% of its electricity
requirement from state-owned hydro-electric plants. Deriving significant proportion of
electricity from renewable energy for these hotels has avoided carbon emissions as well as
saved energy costs.
To further increase our share of electricity from renewable energy
sources, the Company invested in a special purpose vehicle to install solar plants of
8.125 MW capacity in central Maharashtra. Subsequent to a major upgradation of electrical
infrastructure at Trident, Nariman Point and The Oberoi, Mumbai, we started drawing power
generated from this plant from 1 st May 2026. This solar plant will provide
about 50% of the overall electricity requirement for Trident Nariman Point, The Oberoi,
Mumbai and Oberoi Flight Services Mumbai. Importantly, this initiative will avoid at least
50% of electricity related carbon emissions alongside saving energy costs for our Mumbai
units.
Planned Initiatives for FY 2026-27
Several initiatives planned for the coming year include upgrading of
fuel-thermal systems to electro-thermal systems in laundry, kitchen and for hot water
generation, and pool heating, upgrading of conventional water pumps with energy efficient
pumps, installation of high
efficiency direct driven and electronically commutated fans in
air-conditioning and ventilation systems, installation of energy efficient cooling tower,
installation of thermal energy loss cover for pool and automated oxygen addition control
for waste water treatment plants.
Additionally, operational measures and initiatives through energy
conservation forums comprise of cross functional groups, close monitoring &
performance evaluation of plant and machinery by conducting regular audits. The Company
will also continue to evaluate opportunities to further improve its share of electricity
derived from renewable sources.
TECHNOLOGY ABSORPTION
EIH continues to leverage technology to elevate guest experience,
enhance employee productivity, and drive operational efficiency.
The Company is advancing its digital transformation agenda through
strategic investments in data, analytics and artificial intelligence, including the
implementation of a unified data lake and guest centric platforms to establish a single
source of truth for guest and operational data. This will enable a comprehensive 360
degree view of the guest across all touchpoints. The program is under implementation, with
full value realisation expected in FY 2028.
These capabilities will enable highly personalised guest experiences,
improved service responsiveness and seamless omnichannel engagement, supported by AI
enabled integrated platforms across operations and customer touchpoints.
In parallel, advanced analytics and AI driven insights will strengthen
decision making through real-time dashboards and actionable intelligence, enhancing
business visibility, improving forecasting accuracy and enabling a proactive response to
evolving market dynamics and guest expectations.
FOREIGN EXCHANGE EARNINGS AND OUTGO
During the Financial Year 2025-26, the foreign exchange earnings of the
Company were Rs. 9,542.11 Million as compared to Rs. 7,110.51 Million in the previous
year. The expenditure in foreign exchange during the Financial Year was Rs. 612.81 Million
as compared to Rs. 638.08 Million in the previous year.
AUDITOR AND AUDITOR'S REPORT
At the 72nd Annual General Meeting of the Company held on 28th
July 2022, shareholders approved the re-appointment of M/s Deloitte Haskins & Sells
LLP, Chartered Accountants (Firm Registration Number: 117366W/W-100018) as the Statutory
Auditors of the
Company to hold office for five consecutive years from the conclusion
of the 72nd Annual General Meeting till the conclusion of the 77th
Annual General Meeting to be held in 2027.
The Auditor's Report for the Financial Year 2025-26 does not contain
any qualification, reservation, adverse remarks.
SECRETARIAL AUDITORS
M/s. Chandrasekaran Associates, Company Secretaries (FRN:
P1988DE002500) were appointed as the Secretarial Auditors of the Company for a term of
five consecutive years commencing from Financial Year 2025-26 to Financial Year 2029-30.
The Secretarial Audit Report for the Financial Year 2025-26 does not contain any
qualification, reservation or adverse remarks.
The Secretarial Audit Report is annexed and forms part of this Annual
Report. The certificate pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i)
of the Listing Regulations in respect of non-disqualification of Directors of the Company
is also annexed and forms part of this report.
SECRETARIAL STANDARDS
During the year, the Company complied with applicable Secretarial
Standards.
RELATED PARTY TRANSACTIONS
The contracts, agreements, and dealings initiated by the Company in the
financial year with related parties were conducted within the regular scope of business
and adhered to the arm's length principle. Throughout the period, the Company did not
engage in any significant contracts, agreements, or transactions with related parties that
would qualify as material under the Company's Related Party Transaction Policy. Therefore,
there are no transactions necessitating disclosure in Form AOC-2 as per Section 134(3)(h)
of the Act, in conjunction with Rule 8(2) of the Companies (Accounts) Rules, 2014. The
Policy on Related Party Transactions can be accessed on the Company's website:
https://www.eihltd.com/-/media/eihltd/investors/
policies/eih rpt policy 10-11-2025-1.pdf
The details of Related Party Transactions are set out in Note nos. 43
& 42 of the Standalone and Consolidated Financial Statements respectively.
ANNUAL RETURN
In accordance with Section 92(3) of the Companies Act, 2013 read with
the Rules made thereunder, the Annual
Return of the Company in Form MGT-7 for the Financial Year 2025-26 has
been placed on the website of the Company at
https://www.eihltd.com/investors/annual- reports/.
LOANS, GUARANTEES OR INVESTMENTS
Particulars of loans given, investment made, guarantees given, if any,
and the purpose for which the loan, guarantee and investment will be utilised are provided
in the Standalone Financial Statement in Note nos. 8 & 13.
DEPOSITS
During the year, the Company has not accepted any deposits from the
public.
VIGIL MECHANISM/WHISTLE BLOWER POLICY
The Company has a Whistle Blower Policy in place to report concerns
about unethical behaviour, actual or suspected fraud or violation of the Company's Code of
Conduct, "The Oberoi Dharma". The Policy provides for protected disclosures for
the Whistle Blower and also considers and investigates anonymous complaints. Disclosures
can be made through e-mail or letter to the Whistle Officer or to the Chairperson of the
Audit Committee and also to the Executive Chairman or Managing Director and CEO. The
Whistle Blower Policy can be accessed on the Company's website
https://www.eihltd.com/-/media/eihltd/investors/
policies/eih-whistleblower-policy-nov-25.pdf
SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES Subsidiaries/Joint Ventures
The Company has two Indian subsidiaries which were also Joint Ventures,
namely, Svara Hotels Limited (Erstwhile Mumtaz Hotels Limited) and Oberoi Kerala Hotels
and Resorts Limited.
The Company's overseas subsidiaries are EIH International Ltd. BVI, EIH
Holdings Ltd. BVI, PT Widja Putra Karya, Bali, Indonesia, PT Waka Oberoi, Lombok,
Indonesia, PT Astina Graha, Ubud, Indonesia and EIH London Investments Limited.
In accordance with Regulation 16 read with the Regulation 24 of the
Listing Regulations, EIH International Ltd, an unlisted subsidiary of the Company is
identified as a "material subsidiary" for the Financial Year 202627 (based on
Turnover/Net worth in the preceding accounting year 2025-26).
Associates
The Company has domestic Associate Companies, namely, EIH Associated
Hotels Limited (a listed entity),
USmart Education Ltd and TP Varun Limited (unlisted entities) and one
overseas Associate Company, namely, La Roseraie De L'Atlas (which is also a Joint Venture)
through its wholly owned foreign subsidiary.
Joint Ventures
The Company has three Joint Venture Companies, one domestic, namely,
Avis India Mobility Solutions Private Limited (formerly known as Mercury Car Rentals
Private Limited) and two overseas, namely, Oberoi Mauritius Limited and Island Resorts
Limited (Subsidiary of Oberoi Mauritius Limited).
Financial Performance of Subsidiary, Joint Venture and Associates
A report on the performance and financial position of each of the
Subsidiaries, Associates and Joint Venture Companies is provided in the note no. 49 to the
Consolidated Financial Statement and hence not repeated here for the sake of brevity.
The policy on material subsidiaries can be accessed , on the Company's
website: https://www.eihltd.com/-/
i
media/eihltd/investors/policies/material subsidiary
policy.pdf
CONSOLIDATED FINANCIAL STATEMENT
The consolidated financial statements of the Company and its
subsidiaries for the financial year have been prepared in compliance with applicable
provisions of the 1 Act and as stipulated under Regulation 33 of SEBI Listing
' Regulations as well as in accordance with the Indian
Accounting Standards notified under the Companies (Indian Accounting
Standards) Rules, 2015. The audited consolidated financial statements together with the
Independent Auditor's Report thereon form part of this Annual Report. Pursuant to Section
129(3) of the Act, a statement containing the salient features of the Financial Statement
of the subsidiary companies is attached to ! the Financial Statement in Form AOC-1. A Copy
of the Financial Statement of subsidiaries is available on the ' Company's website
https://www.eihltd.com/investors/ subsidiary-accounts/
DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP) REMUNERATION
a) The ratio of the remuneration of Executive Directors to the median
employees' remuneration for the financial year ended 31st March 2026 is as
under:
| S. Name of the Director No |
Directors' Remuneration |
Median Employees Remuneration |
Ratio |
| 1. Mr. Arjun Singh Oberoi Executive Chairman |
158.17 |
0.34 |
465:1 |
| 2. Mr. Vikramjit Singh Oberoi Managing Director and CEO |
159.79 |
0.34 |
470:1 |
Directors' remuneration includes retirement benefits, wherever
applicable
The percentage increase in remuneration of the Executive Directors,
Chief Financial Officer and Company Secretary for the financial year is as under:
| S. Name No |
Total Remuneration 2025-26 |
Total Remuneration 2024-25 |
Percentage Increase/ Decrease |
| 1. Mr. Arjun Singh Oberoi |
158.17 |
144.84 |
9.20% |
| 2. Mr. Vikramjit Singh Oberoi |
159.79 |
150.10 |
6.46% |
| 3. Mr. Vineet Kapur Chief Financial Officer |
29.36 |
7.97* |
- |
| 4. Mr. Lalit Kumar Sharma Company Secretary |
14.63 |
13.23 |
10.58% |
Total remuneration includes retirement benefits, wherever applicable
* Mr. Vineet Kapur joined the Company in the month of December 2024
hence figure not comparable.
b) The percentage change in the median remuneration of employees in the
financial year is (3.59%).
c) The number of permanent employees on the rolls of the Company at the
end of the financial year are 3,449
d) The average percentage increase made in the salaries of employees of
the Company other than the managerial personnel in the last financial year was 9.81% and
the percentage increase in remuneration of managerial personnel was 7.36%.
e) The Executive Directors do not receive remuneration or commission
from any of the subsidiaries of the Company.
It is hereby affirmed that the remuneration of the Executive Directors
and Key Managerial Personnel are as per the Remuneration Policy of the Company.
INTERNAL FINANCIAL CONTROLS AND RISK MANAGEMENT SYSTEMS
The Company maintains a well-structured risk management framework
designed to recognise, evaluate, and address risks effectively. Comprehensive information
regarding internal financial controls, risk management endeavours including the execution
of risk management policies and identification of key risks and their corresponding
mitigating actions, are elaborated upon in the Management Discussion and Analysis Report.
BOARD EVALUATION
In accordance with the provisions of the Act and Regulation 17(10) of
the Listing Regulations, the Company has a Board Evaluation Policy for evaluation of the
Chairperson, individual Directors, Committees and the Board. An independent external
professional firm was engaged by the Company for Board Evaluation for the Financial Year
2025-26. The professional firm has interacted with Board members covering various aspects
of the Board's functioning, Committees, Board culture, performance of specific duties by
Directors and their contribution to Board proceedings.
The process of review of Non-Independent Directors, the Chairperson,
the Board as a whole and also its Committees was undertaken in a separate meeting of
Independent Directors held on 24th March 2026 without the attendance of
Non-Independent Directors and members of management. The Independent Directors also
assessed the quality, quantity and timeliness of
information required for the Board to perform its duties effectively.
The Directors have expressed their satisfaction over the evaluation
process conducted by the independent external professional firm.
Based on the findings, the Board will continue to assess its
procedures, processes, and overall effectiveness, including the performance and
contributions of individual Directors, throughout Financial Year 202627. This ongoing
review aims to uphold the highest standards of Corporate Governance.
COST RECORDS
The Company is not required to maintain cost records in accordance with
Section 148 of the Act read with Rule 3 of the Companies (Cost Record and Audit) Rules,
2014 as the services of the Company are not covered under these rules.
VALUATION FOR ONE TIME SETTLEMENT
There was no instance of one-time settlement with any bank or financial
institution.
PROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
No proceedings are initiated/pending against the Company under the
Insolvency and Bankruptcy Code, 201 6.
SIGNIFICANT AND MATERIAL ORDERS, IF ANY
During the financial year, there were no significant and material
orders passed by Regulators, Courts or Tribunals impacting the going concern status and
the Company's operation in future.
PREVENTION OF SEXUAL HARASSMENT AT THE WORKPLACE
The Company has a zero-tolerance policy towards sexual harassment in
the workplace. It has adopted a comprehensive policy for prevention of sexual harassment
of its women employees at the workplace. In accordance with the Sexual Harassment of Women
at the Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act")
and the rules made thereunder, the Company has constituted Internal Complaint Committee
(ICC) at all its hotels, Oberoi Flight Services (OFS) and at its Corporate Office.
To ensure comprehensive coverage, the Company organised 1094 awareness
workshops across various hotels, OFS and offices, covering approximately 7450
employees. The Company has also developed an e-module with
self-assessment for imparting training.
Details of complaints are provided in the Corporate Governance Report.
MATERNITY BENEFITS ACT, 1961
The Company ensures compliance of the provisions of relating to the
Maternity Benefits Act 1961 and rules made thereunder.
PARTICULARS OF EMPLOYEES
The information required under Section 197 of the Act read with Rule
5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
will be provided to members on request.
CAUTIONARY STATEMENT
Risks, uncertainties or future actions could differ materially from
those expressed in the Directors' Report and the Management Discussion and Analysis. These
statements are relevant on the date of this report. We have no obligation to update or
revise any statements, whether as a result of new information, future developments or
otherwise. Therefore, undue reliance should not be placed on these statements.
ACKNOWLEDGEMENT
The Board takes this opportunity to thank all shareholders and
employees for their support, commitment, dedication and co-operation.
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