About Indian Hotels Co Ltd

Indian Hotels Company Ltd (IHCL), promoted by Tata Sons Private Limited is engaged in owning, operating & managing hotels, palaces and resorts. The inventory of the Taj Group of Hotels stands at 235 hotels with 28,107 rooms. The Group's portfolio also includes 85 hotels under the Ginger brand, which has an aggregate inventory of 3,763 rooms. Indian Hotels Company Ltd was incorporated in the year 1902. In the year 1903, the company opened their first hotel, The Taj Mahal Palace & Tower, Mumbai. The company then undertook major expansion of The Taj Mahal Palace & Tower, Mumbai by constructing an adjacent tower block and increasing the number of rooms from 225 to 565 rooms. With the completion of its initial public offering in the early 1970's, the company began a long term programme of geographic expansion and development of new tourist destinations in India which led to their emergence as a leading hotel chain in India. From the 1970s to the present day, the Taj Group has played an important role in launching several of India's key tourist destinations, working in close association with the Indian Government. The company was active in converting former royal palaces in India into world class luxury hotels such as the Taj Lake Palace in Udaipur, the Rambagh Palace in Jaipur and Umaid Bhawan Palace in Jodhpur. In the year 1974, the Taj Group opened India's first international five star deluxe beach resort, the Fort Aguada Beach Resort in Goa. Also, they opened five-star deluxe hotel Taj Coromandel in Chennai. In the year 1977, they acquired an equity interest and operating contract for the Taj President, a business hotel in Mumbai. In the year 1978, they opened the Taj Mahal Hotel in Delhi. In the year 1980, the Taj Group took their first step internationally by opening their first hotel outside India, the Taj Sheba Hotel in Sana'a, Yemen. Also, they acquired interests in the Crown Plaza - James Court, London and 51 Buckingham Gate Luxury Suites and Apartments in London. In the year 1984, the Taj Group acquired under a license agreement each of The Taj West End, Bangalore, Taj Connemara, Chennai and Savoy Hotel, Ooty. In the year 1989, the company opened the five-star deluxe hotel, Taj Bengal in Kolkata. With this opening, the Taj Group became the only hotel chain with a presence in the five major metropolitan cities of Mumbai, Delhi, Kolkatta, Bangalore and Chennai. In the year 1990, the company set up Taj Kerala Hotels & Resorts Ltd along with the Kerala Tourism Development Corporation. In the year 1998, they opened the Taj Exotica Bentota which strengthened the Taj Group's market position in Sri Lanka. In the year 2000, the company entered into a partnership with the GVK Reddy Group to set up Taj GVK Hotels and Resorts Ltd and thereby obtained a prominent position in the market in the southern business city of Hyderabad, holding three hotels and a major share of the market. In the year 2001, the company took on the management contract of Taj Palace Hotel, Dubai, and established themselves as an up-market hotel in the Middle East region. In September 2002, the company acquired equity interest in the former Regent Hotel in Bandra which gave the Taj Group access to the midtown and North Mumbai market. The hotel has since been renamed as the Taj Lands End, Mumbai. In October 2002, the company obtained licenses to manage and operate two leisure hotels, the Rawal-Kot, Jaisalmer and Usha Kiran Palace, Gwalior. In the year 2003, the company celebrated the centenary of the opening of their Flagship hotel, the Taj Mahal Palace & Tower, Mumbai. In the year 2004, they opened Wellington Mews, their first luxury serviced apartment in Mumbai. Also, they launched the first of its 'value-for-money' hotels in Bangalore branded 'Ginger', which has 11 hotels in various locations in India and is owned through their wholly owned subsidiary. In the year 2005, the company acquired on lease The Pierre, a renowned hotel in New York City, to enter the luxury end of the developed hotel markets internationally. The company entered into a management contract for Taj Exotica in Palm Island Jumeirah in Dubai to expand their existing presence in the United Arab Emirates. The company enhanced their position as an operator of converted palaces by entering into a management contract for Umaid Bhawan Palace, Jodhpur in the princely state of Rajasthan in India. In February 2006, the company, through a subsidiary, acquired the erstwhile 'W' hotel in Sydney, Australia and renamed it as 'Blue, Woolloomooloo Bay'. In October 2006, as per the scheme of arrangement, Indian Resorts Hotel Ltd, Gateway Hotels and Getaway Resorts Ltd, Kuteeram Resorts Pvt Ltd, Asia Pacific Hotels Ltd and Taj Lands End Ltd were amalgamated with the company. In the year 2007, the company acquired Ritz Carlton in Boston and Taj Campton Place in San Francisco to expand their presence in the US market. They commenced operation of their second wildlife lodge at Baghvan, Pench. In the year 2008, the company partnered with Saraya Islands to Operate Taj Exotica Hotel in Ras Al Khaimah, United Arab Emirates. They joined hands with Tashi Group to create the new benchmark for premium hotels in Bhutan - Taj Tashi Bhutan. The company and ALDAR Hotels and Hospitality entered an exclusive agreement involving a number of hotel projects. The first hotel to be developed by ALDAR Hotels and Hospitality under the agreement is a five-star, 500 room luxury resort hotel which will be in a spectacular waterfront location on ALDAR's mega entertainment destination, YAS Island. During the year, the company launched The Jiva Spa Boat at Taj Lake Palace, Udaipur. The Gateway Hotel Athwa Lines Surat added a new block of rooms to take up their inventory to 208 making it the largest hotel in Gujarat. It also launched three brand new restaurants - 'Flow' the all day dining restaurant, 'Spice' an Indian specialty restaurant and 'T3' a Tea lounge and Deli. They unveiled a new world-class premium hotel in Chennai - Taj Mount Road. In December 21, 2008, The Taj Mahal Palace & Tower reopened the rooms in the The Taj Mahal Tower. During the year 2009-10, the company added seven new hotels in the Taj portfolio which included Vivanta by Taj at Panaji, Goa and The Gateway Hotel, Jodhpur apart from the 5 Ginger hotels at Durg, Guwahati, Pune, Jamshedpur and Surat. Vivanta by Taj Coral Reef, Maldives and The Pierre, New York were also reopened during the year after extensive renovations. The inventory of the Taj Group now stands at 103 hotels with 12243 rooms. On the international front, Taj Cape Town, South Africa was soft opened in February, 2010 with an inventory of 166 rooms. The company added another significant hotel to their Luxury portfolio, with the opening of the TAJ Cape Town and Banjar Tola, Kanha. These hotels are owned by the associate companies and are under a management contract with the company. During the year, the company acquired the erstwhile 'Sea Rock' hotel at Bandra Bandstand, Mumbai. The company acquired land on lease from the Government of Andaman & Nicobar Islands to set up the first 5-Star Luxury resort on Havelock Island. Also, the company through one of their associate companies entered into a lease agreement with the Punjab Government for a land parcel in Amritsar to develop a Vivanta by Taj hotel. The company through their subsidiary, invested into developing a 'Vivanta by Taj' resort at Coorg. The company also entered into management contracts for several properties in India which will commence operation over the next few years. New Management contracts have been signed for a Vivanta by Taj resort in Srinagar and for Gateway hotels in Bhandup (Mumbai), Shirdi (Near Nashik) and Ludhiana. During the year 2010-11, the fully restored heritage block of the Taj Mahal Palace, Mumbai reopened its doors to guests on August 15, 2010. The spectacular Falaknuma Palace, another signifi cant addition to the company's Palaces portfolio was opened in November, 2010. Four new Ginger hotels at Manesar, Chennai, East Delhi and Indore commenced operations during the year. The company ventured into new geographies by entering into management contracts in Mexico and British Virgin Islands for development of high end Luxury Resorts with 100 and 206 keys respectively. The company also signed a management contract for establishing a Taj Luxury Hotel in Marrakech, Morocco, which is expected to open by the last quarter of 2011. The company continued their thrust on flagging properties under the 'Gateway' brand in prominent economic, commercial and industrial centres of India by signing management contracts for hotels in Chandigarh, Ludhiana and Kolhapur. The company also signed management contracts in leisure destinations such as Shimla and Rishikesh for a Gateway and Vivanta by Taj resort respectively. Furthermore, the company entered into MOUs for Gateway Hotels in Chiplun, Maharashtra and in Faridabad, NCR. The company invested through one of their subsidiaries in 'Vivanta by Taj' resort at Coorg, which is scheduled to open by end of 2011. The resort shall be operated by the company on a management contract basis. Of the 64 room expansion of Vivanta by Taj Fisherman's Cove hotel in Chennai, 48 rooms are currently operational and work on the balance 16 rooms is in progress. Vivanta by Taj hotels in Coimbatore and Hyderabad being developed by the company's associates are expected to open during the current financial year. In April 2011, the company made a foray into one of India's most beautiful destinations, Jammu & Kashmir by opening an 89 room Vivanta by Taj resort in Srinagar. The Vivanta by Taj projects in Bekal, Gurgaon and The Gateway Hotel in Kolkata are expected to open during the current financial year. In 2012, Tata Group-led Indian Hotels Company Ltd (IHCL) has made an unsolicited bid of USD 1.42 billion for Orient-Express Hotels, a US-based luxury hotels group. In 2013, the Delhi Development Authority (DDA) has renewed the lease of Taj Palace Hotel for another 25 years. The Taj Mahal Hotel, New Delhi has been awarded the 2013 certificate of Excellence by Tripadvisor. The Taj Falaknuma Palace, Hyderabad won 2nd place in the 'Best Overseas Holiday Hotels in Asia and India' category at the Conde Nast Traveller UK Readers' Travel Awards 2013. It also ranked 37th on the list of the 'World's Top 100 Hotel. Taj Hotels Resorts & Palaces won the award for the Best Hotel Chain in India at the UK Business Traveller Awards 2013. In 2014, the Taj Mahal Palace, Mumbai was named the Best Overseas Business Hotel with a score of 91 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Taj Falaknuma Palace, Hyderabad ranked 5th on the list of World's Best Hotels in Asia & India with a score of 89.72 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Rambagh Palace, Jaipur ranked 11th on the list of World's Best Hotels in Asia & India with a score of 84.11 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Souk at The Taj Mahal Palace, Mumbai earned the Wine Spectator Award 2014 Taj Mahal Hotel, Delhi's iconic restaurant Varq has been voted 36th on the San Pellegrino's list of 50 Best Restaurants in Asia. In 2015, Thai Pavilion at Vivanta by Taj - President, Mumbai, was declared the best Fine Dining Thai Cuisine Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. Konkan Cafe at Vivanta by Taj - President, Mumbai, was declared the best Casual Dining South Indian and Coastal Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. Trattoria at Vivanta by Taj - President, Mumbai, was declared the Best Casual Dining 24-hr restaurant as well as Best Italian Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. During 2015-2016, the company based on an approval of the Board of Directors and The Reserve Bank of India and also Recognizing the importance of restructuring its international investments, had embarked on an international restructuring plan to have a simplified structure with one Apex Holding Company which would consolidate the value of material overseas assets under a single overseas entity. This would enhance the Company's fund raising ability and the value of underlying assets would be appropriately reflected in the Company's books along with achieving efficiency in debt service due to bigger size of holding Company and larger up-streaming to one apex Company. IHOCO BV, the 100 % offshore subsidiary Company has since become the Company's apex offshore investment holding Company. Holdings in the, USA, UK, Sri Lanka, Maldives hotels and the two London restaurants have been shifted to IHOCO BV. Thus, eight owned hotels (1584 rooms) and two UK restaurants are now being held through IHOCO BV. The conclusion of the restructuring marks a significant milestone in your Company's ability to facilitate potential value creation. The Board of Directors of the Company as part of its restructuring plan, at a meeting held on October 19, 2015, approved the amalgamation of International Hotel Management Services LLC (formerly known as International Hotel Management Services Inc.), a wholly held subsidiary ('Transferor Company') into the Company, by way of a Scheme of Arrangement amongst the Company, the Transferor Company, and the respective shareholders and creditors (the 'Scheme'), as provided under Sections 391 to 394 of the Companies Act, 1956 read with Section 52 of the Act, Section 78 and Sections 100 to 103 of the Companies Act, 1956. The appointed date for the Scheme is January 1, 2016. The intended amalgamation has been approved by the Members at the meeting convened on May 4, 2016, on the direction of the Honourable High Court of Judicature at Bombay ('Bombay High Court') where the application seeking permission for the amalgamation was filed. Sea Rock Asset, a Marquee site was pursued by the company as part of its drive to further enhance its existing portfolio of exclusive assets in Mumbai.The company has first purchased the balance 80.1% in Lands End Properties Private Limited from the other shareholders and thereafter is seeking to amalgamate Lands End Properties Private Limited with itself. Consequently, the step down subsidiaries of Lands End Properties Private Limited viz. Skydeck Properties and Developers Private Limited, Sheena Investments Private Limited, Luthria and Lalchandani Hotel and Properties Private Limited and ELEL Hotels and Investments Limited have also become subsidiaries of the Company. The Board of Directors at a meeting held on October 19, 2015 has approved amalgamation of Lands End Properties Private Limited, a wholly held subsidiary ('Transferor Company') into the Company, by way of a Scheme of Arrangement amongst the Company, the Transferor Company, and the respective shareholders and creditors (the 'Scheme'), as provided under Sections 391 to 394 of the Companies Act, 1956 read with Section 52 of the Act, section 78 and Sections 100 to 103 of the Companies Act, 1956. The appointed date for the Scheme is March 31, 2016. The intended amalgamation has been approved by the Members of the Company at the meeting convened on May 4, 2016, on the direction of the Honourable High Court of Judicature at Bombay ('Bombay High Court') where the application seeking permission for the amalgamation has been filed. During 2015-2016, the Board of Directors of the company has also accorded its approval to allow United Overseas Holding Inc (UOH), an indirect Wholly Owned Subsidiary of the Company in the United States, to pursue the option of divestment of the Taj Boston hotel at a consideration not being lower than USD 125 million (US Dollars One Hundred and Twenty Five Million),whilst retaining brand presence on the property through Management Services Agreemen, subject to approval of members. During 2016-2017, under review, Lands Ends Properties Pvt Ltd and International Hotel Management Services LLC ceased to be subsidiaries of the Company pursuant to their amalgamation with the Company, i.e. w.e.f from December 19, 2016 and September 29, 2016, respectively. The Bombay High Court vide its order dated August 12, 2016 had approved the Scheme of Amalgamation of International Hotel Management Services LLC, which had been filed with the jurisdictional Registrar of Companies on September 15, 2016. The Bombay High Court vide its order dated October 13, 2016 has also approved the scheme of arrangement between Land End Properties Pvt Ltd and the Company. Pursuant thereto, the High Court orders were filed with the jurisdictional Registrar of Companies on December 7, 2016 for reduction of capital of the Company and on December 9, 2016 in respect of the Scheme. Apex Hotel Management Services (Australia) Pty Ltd ceased to be a subsidiary of the Company w.e.f. March 31, 2017. During 2016-2017, the company subsequently, obtained the Members approval for the same by a Special Resolution vide Postal Ballot. Accordingly, UOH effected on July 12, 2016, the divestment of the Hotel through sale of the entire issued and outstanding LLC interests of IHMS (Boston) LLC held by UOH, to AS Holdings LLC, Boston', for an aggregate consideration of US$ 125 million (US$ One hundred and twenty five million only). Pursuant to the sale by UOH of its entire LLC interest in IHMS (Boston) LLC, the owning company of the Hotel, the Hotel continues to be operated and managed by IHMS (USA) LLC, an indirect wholly held subsidiary of the Company. IHMS (USA) LLC has entered into a Management Services Agreement with the new owning company, thus ensuring continuity of Taj's presence in the Boston market. At a meeting held on 26 May 2017, the Board of Directors of Indian Hotels Company approved the amalgamation of TIFCO, a wholly owned subsidiary of the company with the company, by way of a Scheme of Amalgamation between TIFCO and the company (the Scheme). The appointed date for the Scheme was 1 April 2017. The National Company Law Tribunal, Mumbai Bench (NCLT) vide its order dated 8 March 2018 approved the Scheme. In accordance with the terms of the Scheme, TIFCO was amalgamated with the company with effect from the Appointed Date i.e. 1 April 2017 and consequently, TIFCO stands dissolved without winding up. Pursuant to the amalgamation, Indian Hotels Company has access to significant liquid assets of TIFCO in the form of cash, Mutual Fund investments and Inter-Corporate Deposits which can be put to better and more profitable use by the company. The aggregate free reserves of the company have increased by about Rs 140 crore thereby enhancing the company's ability to pay dividend to its shareholders. In October 2017, Indian Hotels raised Rs 1500 crore from a rights issue of equity shares in the ratio of 1 equity share for every 5 fully paid-up equity shares held by the eligible equity shareholders as on the record date. The rights issue was priced at Rs 75 per share. During the financial year ended 31 March 2018, Indian Hotels Company incurred Rs 311.33 crore towards capital expenditure, a majority of which was towards Taj Exotica Resort & Spa, Andamans and renovations and refurbishments of hotels. Other areas of investment included new Information Technology initiatives. During the year, the company opened ten hotels (697 keys). It opened the iconic Taj in Andamans and 9 Ginger hotels in some of India's key cities like Mumbai, Gurgaon, Lucknow, Ahmedabad, Vadodara, Aurangabad and Goa. The company signed five new hotels across its brands in the financial year - a Taj hotel in Vikhroli in Mumbai, Vivanta in Bhopal and three Ginger hotels in Lucknow, Vadodara and Goa. The company undertook a phased renovation, renovated 800 rooms and other facilities at several of its landmark hotels including the iconic flagship hotel The Taj Mahal Palace, Mumbai, Taj Lands End, Mumbai, Taj Bengal, Kolkata, Taj Exotica Resort & Spa, Goa and Taj Fort Aguada Resort & Spa, Goa. This has delivered world class products, augmented in-room features and refreshed and vibrant culinary destinations. On 16 February 2018, Indian Hotels Company unveiled a comprehensive five-year business strategy, Aspiration 2022' at the Capital Market Day. The strategy aims to strengthen market leadership and achieve transformative growth leading to greater profitability. Key tenets of the plan include unlocking value from efficiencies in scale and simplifying the holding structure for greater profitability. During the year 2019-20, Zarrenstar Hospitality Private Limited (ZHPL) was incorporated as a Joint Venture Company with Government of Singapore Investment Corporation for acquiring hotels in India. During the year 2020, the Company divested its entire shareholding held in Taj Madras Flight Kitchen Private Ltd (TMFK) to Taj SATS Air Catering Ltd. During FY 2019-20, the Company undertook ongoing renovation of 68 bays to 31 rooms in two floors of Taj Mahal Hotel, New Delhi as part of the first phase; also renovations in all-day dining (Machan), Emperors Lounge, Lobby, Porch and the Chambers. It added a new hotel, The Connaught, in New Delhi, after full-scale renovation of 104 rooms, lobby, bar, all-day dining and meeting rooms. It completed renovation for 40 rooms in its first phase at Taj Holiday Village Resort & Spa, Goa, along with fitness centre, kids' area, conference and banquet spaces and Caravella Restaurant. It completed renovation in Morrisco Restaurant Bar, SFX Restaurant and fitness centre at Hermitage Lounge of Taj Fort Aguada Resort & Spa, Goa. It completed renovation of old houses converted to ama Stays and Trails at Goa as Cardozo House and Braganza House. It completed second phase of renovations at Savoy-IHCL SeleQtions, Ooty, that includes 21 rooms and Jiva Spa. It completed renovation of Golden Dragon Restaurant at Taj Coromandel, Chennai. During the year 2021, Ideal Ice & Cold Storage Company Limited became a wholly-owned subsidiary of IHCL. The Company increased its shareholding in IHMS Hotels (SA) (Proprietary) Limited and is considered as a subsidiary of the Company, from earlier being a Joint Venture. Consequently, Goodhope Palace Hotels (Proprietary) Limited which was a subsidiary of IHMS Hotels (SA) (Proprietary) Limited became an indirect subsidiary of the Company. As on March 31, 2022, IHCL has a portfolio of 235 hotels, including 175 operational hotels, of which close to 80 hotels were signed and 36 hotels were opened during 2022. During FY 2021-22, IHCL signed 19 hotels, opened 13 new hotels and 27 ama properties. It opened new hotels including a 325 room, Taj Exotica Resort & Spa, The Palm in Dubai and India's first all women-run luxury residences, Taj Wellington Mews in Chennai. On 26 April 2022, the Company acquired 100% of Roots Corporation's equity shares, through which it made Ginger a wholly owned subsidiary of IHCL and amalgamated it to the IHCL brandscape. During the year 2021-22, Taj Madras Flight Kitchen Private Limited earlier being a Subsidiary of the Company, amalgamated with Taj SATS Air Catering Limited. Two new companies viz. Genness Hospitality Private Limited and Qurio Hospitality Private Limited were incorporated as Wholly Owned Subsidiaries (WOS) of the Company for development of 4-star (Vivanta) and 3-star (Ginger) hotels in Gujarat, Kevadia. The Company purchased the balance stake of 14.28% of ELEL Hotels and Investments Limited (ELEL)and ELEL became a WOS of the Company. During the year 2022-23, two new companies viz. Suisland Hospitality Private Limited and Kadisland Hospitality Private Limited were incorporated as subsidiaries of the Company effective in August 2022. Bjets Pte. Limited ceased to be an Associate of the Company in September 2022. Zarrenstar Hospitality Private Limited, an associate earlier was made a subsidiary of the Company effective March 2023. During 2022-23, the Company opened 3 hotels, viz., Taj City Centre Kolkata, IHCL SeleQtions Anand Kashi Rishikesh and Vivanta Katra, Vaishno Devi. In FY 2022-23, 5 New Ginger Hotels opened comprising of Ginger Mumbai, Goregaon, Ginger Ahmedabad, RTO Circle, Ginger Bharuch, Ginger Chennai, OMR and Ginger Chandigarh, Zirakpur. In addition, 11 New Ginger Hotels were signed. The legendary dining destination for Oriental cuisine, House of Ming at Taj Mahal, New Delhi was opened.

Indian Hotels Co Ltd Chairman Speech

Dear Stakeholders,

For the travel and tourism sector, the end of the decade saw greater emphasis on the industry as a significant contributor to the overall global economy and employment. A strong economy, rising global consumer purchasing power and digital disruption was paving the way for a bright future, and FY 2019/2020 was, in fact, a tipping point, presenting tremendous potential for the sector.

However, this buoyant sentiment was upended by a sudden outbreak of a pandemic that has had no parallels in recent history in terms of scale and impact. The world was placed under suspended animation, and the industry was brought to a halt, with estimated losses at trillions and millions of jobs at risk. With the very foundation of the world altered, the need of the hour is to see our industry, and IHCL, through the crisis with greater urgency, revised strategy and more agility (stragility).

It also calls for a greater need for communities to unite and support one another in this time of need. Guided by our values as a Tata company, our priority besides ensuring the safety and security of our guests and employees, was to help the community in any manner we could. We are humbled to have been given the opportunity to be of service to the nation by providing over 2 Million meals to healthcare workers and migrant labourers throughout the lockdown. Some of our hotels were also offered to doctors and healthcare workers, while some were converted into quarantine facilities.

A SILVER LINING - EVERY CRISIS ALSO PRESENTS AN OPPORTUNITY

The travel and tourism industry accounts for 10% of the global GDP and generates 1 out of 10 jobs. In India, it is a significant contributor to GDP and also contributes 8.1% to the overall workforce. Thus, given its significance, the industry will have a crucial role to play in any economic revival and with tourism likely to look inwards in the new normal, India is well placed with its rich heritage and cultural diversity.

With a 116-year legacy honed by Tata values, our ability to consistently deliver industry-leading growth while maintaining profitability and balance sheet strength, combined with our business sense and thrift, makes us resilient to disruptive challenges.

Change breeds innovation and in light of the current global scenario, at IHCL, we have detailed a comprehensive five- point strategy - R.E.S.E.T 2020. This will not only cater to the rapidly changing market conditions, shifting government policies and dynamic customer needs, but will also focus on re-imagining business models, implementing various operational excellence interventions required for safety and hygiene, revenue enhancement and creating alternative sources of revenue through our well established hospitality eco-system, cost optimisation and other measures through utmost financial prudence.

SUSTAINABILITY LED BY PROFITABILITY

The relentless pursuit of our five-year strategy - Aspiration 2022 - has enabled us to deliver nine quarters of profitable growth in a row. In FY 2019-20, we recorded the highest full-year PAT at Rs 354 Crore, up 24% Y-O-Y; the highest full- year EBITDA at Rs 1,100 Crore, up 20%; and a 406-basis-point expansion in EBITDA margin. Our balance sheet was further strengthened by lowering net debt-to-EBITDA to 1.74.

We have made significant inroads in meeting our defined objectives within two years of outlining our aspirations. In order to drive asset-light growth, we have restructured our portfolio, with management contracts now accounting for 42%. We have signed over 50 new hotels in the past two years, reaching a milestone of 200 hotels with 25,000+ rooms across 100+ locations (excluding ama Stays and Trails) - 29 hotels were signed in the last fiscal alone.

STRONG BRAND VALUE

The overall positive outcome was further accelerated by Taj being rated as India's Strongest Brand in Brand Finance's Brand Value Report - 'India 100 2020' report recently.

With a brand strength index (BSI) score of 90.5 out of 100 and AAA+ brand strength rating, it is a matter of pride, and has further reinforced the brand's resonance and trust among all our stakeholders.

RE-IMAGINING AND CONSOLIDATING OUR HOSPITALITY ECOSYSTEM

Even as we adapt to the new normal, we will continue to re-imagine our multi-product, multi-segment brandscape to transform from a hotels business to a hospitality ecosystem. Our new brand - SeleQtions - along with the expansion of ama Stays & Trails across offbeat locations, offers distinct value propositions across demographics. The repositioned Ginger recorded the highest number of rooms signed under any brand in India in FY 2019-20, and reached a milestone with the opening of the 50th Ginger hotel in Surat.

Our ancillary service brands perfectly complement our hospitality brands. The Chambers - Taj's exclusive business club - was relaunched with enhanced features and over 100 new members. In order to capture diverse customer segments, we launched our salon brand, niu&nau; and re-designed our F&B offerings with the recent launch of Qmin, a repertoire of culinary experiences. An exclusive partnership with AB InBev, for an industry first on-site chain of microbreweries, will see the first 7 Rivers brewpub open at Taj MG Road in Bengaluru, shortly.

We also tied up with globally acclaimed Italian restaurant chain, Paper Moon - its first restaurant in India is due to launch in Goa.

We opened 12 hotels including Taj Fateh Prakash Palace in Udaipur; Taj Jumeirah Lakes Towers in Dubai; Taj Tirupati - strengthening our presence in spiritual tourism; Taj Hotel & Convention Centre Goa - the largest convention venue in the state with Cidade De Goa - IHCL SeleQtions; Devi Ratn - IHCL SeleQtions in Jaipur and Ginger Surat. We also augmented our development portfolio with multiple signings in the North East, Haridwar, Thiruvananthapuram and Bhubaneshwar, while readying the launch of a Vivanta prototype in Bengaluru.

TAJNESS - A COMMITMENT RESTRENGTHENED

As we slowly but steadily embark on the path to recovery, our hotels stand prepared to welcome guests back with an enhanced focus on hygiene and safety through exacting protocols delivered with a renewed and restrengthened commitment to Tajness.

LOOKING AHEAD

Although the new decade has begun on a challenging note, history is testament to the resilience our company has demonstrated in the face of adversity. We are confident that we will emerge stronger and more unified than ever. We will also have the opportunity to create a more positive impact and reshape the world together, making it a better place for all who inhabit it.

Sustainability will remain at the core of all that we do. We will continue to give back to society by enabling livelihoods through skilling, leverage our business value chain to support traditional art and heritage, drive societal welfare through the Taj Public Welfare Trust, and carry out responsible sourcing of local products and materials.

Guided by our values of Trust, Awareness and Joy, we remain committed to deepening our collaborations, and driving business performance in a responsible manner. This will, of course, be impossible without the continued support of our patrons, investors, employees and other stakeholders.

I thank you all for being the strongest pillars of our success.

Best Regards,

Puneet Chhatwal

Managing Director and CEO

Indian Hotels Co Ltd Company History

Indian Hotels Company Ltd (IHCL), promoted by Tata Sons Private Limited is engaged in owning, operating & managing hotels, palaces and resorts. The inventory of the Taj Group of Hotels stands at 235 hotels with 28,107 rooms. The Group's portfolio also includes 85 hotels under the Ginger brand, which has an aggregate inventory of 3,763 rooms. Indian Hotels Company Ltd was incorporated in the year 1902. In the year 1903, the company opened their first hotel, The Taj Mahal Palace & Tower, Mumbai. The company then undertook major expansion of The Taj Mahal Palace & Tower, Mumbai by constructing an adjacent tower block and increasing the number of rooms from 225 to 565 rooms. With the completion of its initial public offering in the early 1970's, the company began a long term programme of geographic expansion and development of new tourist destinations in India which led to their emergence as a leading hotel chain in India. From the 1970s to the present day, the Taj Group has played an important role in launching several of India's key tourist destinations, working in close association with the Indian Government. The company was active in converting former royal palaces in India into world class luxury hotels such as the Taj Lake Palace in Udaipur, the Rambagh Palace in Jaipur and Umaid Bhawan Palace in Jodhpur. In the year 1974, the Taj Group opened India's first international five star deluxe beach resort, the Fort Aguada Beach Resort in Goa. Also, they opened five-star deluxe hotel Taj Coromandel in Chennai. In the year 1977, they acquired an equity interest and operating contract for the Taj President, a business hotel in Mumbai. In the year 1978, they opened the Taj Mahal Hotel in Delhi. In the year 1980, the Taj Group took their first step internationally by opening their first hotel outside India, the Taj Sheba Hotel in Sana'a, Yemen. Also, they acquired interests in the Crown Plaza - James Court, London and 51 Buckingham Gate Luxury Suites and Apartments in London. In the year 1984, the Taj Group acquired under a license agreement each of The Taj West End, Bangalore, Taj Connemara, Chennai and Savoy Hotel, Ooty. In the year 1989, the company opened the five-star deluxe hotel, Taj Bengal in Kolkata. With this opening, the Taj Group became the only hotel chain with a presence in the five major metropolitan cities of Mumbai, Delhi, Kolkatta, Bangalore and Chennai. In the year 1990, the company set up Taj Kerala Hotels & Resorts Ltd along with the Kerala Tourism Development Corporation. In the year 1998, they opened the Taj Exotica Bentota which strengthened the Taj Group's market position in Sri Lanka. In the year 2000, the company entered into a partnership with the GVK Reddy Group to set up Taj GVK Hotels and Resorts Ltd and thereby obtained a prominent position in the market in the southern business city of Hyderabad, holding three hotels and a major share of the market. In the year 2001, the company took on the management contract of Taj Palace Hotel, Dubai, and established themselves as an up-market hotel in the Middle East region. In September 2002, the company acquired equity interest in the former Regent Hotel in Bandra which gave the Taj Group access to the midtown and North Mumbai market. The hotel has since been renamed as the Taj Lands End, Mumbai. In October 2002, the company obtained licenses to manage and operate two leisure hotels, the Rawal-Kot, Jaisalmer and Usha Kiran Palace, Gwalior. In the year 2003, the company celebrated the centenary of the opening of their Flagship hotel, the Taj Mahal Palace & Tower, Mumbai. In the year 2004, they opened Wellington Mews, their first luxury serviced apartment in Mumbai. Also, they launched the first of its 'value-for-money' hotels in Bangalore branded 'Ginger', which has 11 hotels in various locations in India and is owned through their wholly owned subsidiary. In the year 2005, the company acquired on lease The Pierre, a renowned hotel in New York City, to enter the luxury end of the developed hotel markets internationally. The company entered into a management contract for Taj Exotica in Palm Island Jumeirah in Dubai to expand their existing presence in the United Arab Emirates. The company enhanced their position as an operator of converted palaces by entering into a management contract for Umaid Bhawan Palace, Jodhpur in the princely state of Rajasthan in India. In February 2006, the company, through a subsidiary, acquired the erstwhile 'W' hotel in Sydney, Australia and renamed it as 'Blue, Woolloomooloo Bay'. In October 2006, as per the scheme of arrangement, Indian Resorts Hotel Ltd, Gateway Hotels and Getaway Resorts Ltd, Kuteeram Resorts Pvt Ltd, Asia Pacific Hotels Ltd and Taj Lands End Ltd were amalgamated with the company. In the year 2007, the company acquired Ritz Carlton in Boston and Taj Campton Place in San Francisco to expand their presence in the US market. They commenced operation of their second wildlife lodge at Baghvan, Pench. In the year 2008, the company partnered with Saraya Islands to Operate Taj Exotica Hotel in Ras Al Khaimah, United Arab Emirates. They joined hands with Tashi Group to create the new benchmark for premium hotels in Bhutan - Taj Tashi Bhutan. The company and ALDAR Hotels and Hospitality entered an exclusive agreement involving a number of hotel projects. The first hotel to be developed by ALDAR Hotels and Hospitality under the agreement is a five-star, 500 room luxury resort hotel which will be in a spectacular waterfront location on ALDAR's mega entertainment destination, YAS Island. During the year, the company launched The Jiva Spa Boat at Taj Lake Palace, Udaipur. The Gateway Hotel Athwa Lines Surat added a new block of rooms to take up their inventory to 208 making it the largest hotel in Gujarat. It also launched three brand new restaurants - 'Flow' the all day dining restaurant, 'Spice' an Indian specialty restaurant and 'T3' a Tea lounge and Deli. They unveiled a new world-class premium hotel in Chennai - Taj Mount Road. In December 21, 2008, The Taj Mahal Palace & Tower reopened the rooms in the The Taj Mahal Tower. During the year 2009-10, the company added seven new hotels in the Taj portfolio which included Vivanta by Taj at Panaji, Goa and The Gateway Hotel, Jodhpur apart from the 5 Ginger hotels at Durg, Guwahati, Pune, Jamshedpur and Surat. Vivanta by Taj Coral Reef, Maldives and The Pierre, New York were also reopened during the year after extensive renovations. The inventory of the Taj Group now stands at 103 hotels with 12243 rooms. On the international front, Taj Cape Town, South Africa was soft opened in February, 2010 with an inventory of 166 rooms. The company added another significant hotel to their Luxury portfolio, with the opening of the TAJ Cape Town and Banjar Tola, Kanha. These hotels are owned by the associate companies and are under a management contract with the company. During the year, the company acquired the erstwhile 'Sea Rock' hotel at Bandra Bandstand, Mumbai. The company acquired land on lease from the Government of Andaman & Nicobar Islands to set up the first 5-Star Luxury resort on Havelock Island. Also, the company through one of their associate companies entered into a lease agreement with the Punjab Government for a land parcel in Amritsar to develop a Vivanta by Taj hotel. The company through their subsidiary, invested into developing a 'Vivanta by Taj' resort at Coorg. The company also entered into management contracts for several properties in India which will commence operation over the next few years. New Management contracts have been signed for a Vivanta by Taj resort in Srinagar and for Gateway hotels in Bhandup (Mumbai), Shirdi (Near Nashik) and Ludhiana. During the year 2010-11, the fully restored heritage block of the Taj Mahal Palace, Mumbai reopened its doors to guests on August 15, 2010. The spectacular Falaknuma Palace, another signifi cant addition to the company's Palaces portfolio was opened in November, 2010. Four new Ginger hotels at Manesar, Chennai, East Delhi and Indore commenced operations during the year. The company ventured into new geographies by entering into management contracts in Mexico and British Virgin Islands for development of high end Luxury Resorts with 100 and 206 keys respectively. The company also signed a management contract for establishing a Taj Luxury Hotel in Marrakech, Morocco, which is expected to open by the last quarter of 2011. The company continued their thrust on flagging properties under the 'Gateway' brand in prominent economic, commercial and industrial centres of India by signing management contracts for hotels in Chandigarh, Ludhiana and Kolhapur. The company also signed management contracts in leisure destinations such as Shimla and Rishikesh for a Gateway and Vivanta by Taj resort respectively. Furthermore, the company entered into MOUs for Gateway Hotels in Chiplun, Maharashtra and in Faridabad, NCR. The company invested through one of their subsidiaries in 'Vivanta by Taj' resort at Coorg, which is scheduled to open by end of 2011. The resort shall be operated by the company on a management contract basis. Of the 64 room expansion of Vivanta by Taj Fisherman's Cove hotel in Chennai, 48 rooms are currently operational and work on the balance 16 rooms is in progress. Vivanta by Taj hotels in Coimbatore and Hyderabad being developed by the company's associates are expected to open during the current financial year. In April 2011, the company made a foray into one of India's most beautiful destinations, Jammu & Kashmir by opening an 89 room Vivanta by Taj resort in Srinagar. The Vivanta by Taj projects in Bekal, Gurgaon and The Gateway Hotel in Kolkata are expected to open during the current financial year. In 2012, Tata Group-led Indian Hotels Company Ltd (IHCL) has made an unsolicited bid of USD 1.42 billion for Orient-Express Hotels, a US-based luxury hotels group. In 2013, the Delhi Development Authority (DDA) has renewed the lease of Taj Palace Hotel for another 25 years. The Taj Mahal Hotel, New Delhi has been awarded the 2013 certificate of Excellence by Tripadvisor. The Taj Falaknuma Palace, Hyderabad won 2nd place in the 'Best Overseas Holiday Hotels in Asia and India' category at the Conde Nast Traveller UK Readers' Travel Awards 2013. It also ranked 37th on the list of the 'World's Top 100 Hotel. Taj Hotels Resorts & Palaces won the award for the Best Hotel Chain in India at the UK Business Traveller Awards 2013. In 2014, the Taj Mahal Palace, Mumbai was named the Best Overseas Business Hotel with a score of 91 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Taj Falaknuma Palace, Hyderabad ranked 5th on the list of World's Best Hotels in Asia & India with a score of 89.72 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Rambagh Palace, Jaipur ranked 11th on the list of World's Best Hotels in Asia & India with a score of 84.11 at the Conde Nast Traveller UK Readers' Travel Awards 2014. Souk at The Taj Mahal Palace, Mumbai earned the Wine Spectator Award 2014 Taj Mahal Hotel, Delhi's iconic restaurant Varq has been voted 36th on the San Pellegrino's list of 50 Best Restaurants in Asia. In 2015, Thai Pavilion at Vivanta by Taj - President, Mumbai, was declared the best Fine Dining Thai Cuisine Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. Konkan Cafe at Vivanta by Taj - President, Mumbai, was declared the best Casual Dining South Indian and Coastal Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. Trattoria at Vivanta by Taj - President, Mumbai, was declared the Best Casual Dining 24-hr restaurant as well as Best Italian Restaurant in South Mumbai at the Times Food & Nightlife Awards 2015. During 2015-2016, the company based on an approval of the Board of Directors and The Reserve Bank of India and also Recognizing the importance of restructuring its international investments, had embarked on an international restructuring plan to have a simplified structure with one Apex Holding Company which would consolidate the value of material overseas assets under a single overseas entity. This would enhance the Company's fund raising ability and the value of underlying assets would be appropriately reflected in the Company's books along with achieving efficiency in debt service due to bigger size of holding Company and larger up-streaming to one apex Company. IHOCO BV, the 100 % offshore subsidiary Company has since become the Company's apex offshore investment holding Company. Holdings in the, USA, UK, Sri Lanka, Maldives hotels and the two London restaurants have been shifted to IHOCO BV. Thus, eight owned hotels (1584 rooms) and two UK restaurants are now being held through IHOCO BV. The conclusion of the restructuring marks a significant milestone in your Company's ability to facilitate potential value creation. The Board of Directors of the Company as part of its restructuring plan, at a meeting held on October 19, 2015, approved the amalgamation of International Hotel Management Services LLC (formerly known as International Hotel Management Services Inc.), a wholly held subsidiary ('Transferor Company') into the Company, by way of a Scheme of Arrangement amongst the Company, the Transferor Company, and the respective shareholders and creditors (the 'Scheme'), as provided under Sections 391 to 394 of the Companies Act, 1956 read with Section 52 of the Act, Section 78 and Sections 100 to 103 of the Companies Act, 1956. The appointed date for the Scheme is January 1, 2016. The intended amalgamation has been approved by the Members at the meeting convened on May 4, 2016, on the direction of the Honourable High Court of Judicature at Bombay ('Bombay High Court') where the application seeking permission for the amalgamation was filed. Sea Rock Asset, a Marquee site was pursued by the company as part of its drive to further enhance its existing portfolio of exclusive assets in Mumbai.The company has first purchased the balance 80.1% in Lands End Properties Private Limited from the other shareholders and thereafter is seeking to amalgamate Lands End Properties Private Limited with itself. Consequently, the step down subsidiaries of Lands End Properties Private Limited viz. Skydeck Properties and Developers Private Limited, Sheena Investments Private Limited, Luthria and Lalchandani Hotel and Properties Private Limited and ELEL Hotels and Investments Limited have also become subsidiaries of the Company. The Board of Directors at a meeting held on October 19, 2015 has approved amalgamation of Lands End Properties Private Limited, a wholly held subsidiary ('Transferor Company') into the Company, by way of a Scheme of Arrangement amongst the Company, the Transferor Company, and the respective shareholders and creditors (the 'Scheme'), as provided under Sections 391 to 394 of the Companies Act, 1956 read with Section 52 of the Act, section 78 and Sections 100 to 103 of the Companies Act, 1956. The appointed date for the Scheme is March 31, 2016. The intended amalgamation has been approved by the Members of the Company at the meeting convened on May 4, 2016, on the direction of the Honourable High Court of Judicature at Bombay ('Bombay High Court') where the application seeking permission for the amalgamation has been filed. During 2015-2016, the Board of Directors of the company has also accorded its approval to allow United Overseas Holding Inc (UOH), an indirect Wholly Owned Subsidiary of the Company in the United States, to pursue the option of divestment of the Taj Boston hotel at a consideration not being lower than USD 125 million (US Dollars One Hundred and Twenty Five Million),whilst retaining brand presence on the property through Management Services Agreemen, subject to approval of members. During 2016-2017, under review, Lands Ends Properties Pvt Ltd and International Hotel Management Services LLC ceased to be subsidiaries of the Company pursuant to their amalgamation with the Company, i.e. w.e.f from December 19, 2016 and September 29, 2016, respectively. The Bombay High Court vide its order dated August 12, 2016 had approved the Scheme of Amalgamation of International Hotel Management Services LLC, which had been filed with the jurisdictional Registrar of Companies on September 15, 2016. The Bombay High Court vide its order dated October 13, 2016 has also approved the scheme of arrangement between Land End Properties Pvt Ltd and the Company. Pursuant thereto, the High Court orders were filed with the jurisdictional Registrar of Companies on December 7, 2016 for reduction of capital of the Company and on December 9, 2016 in respect of the Scheme. Apex Hotel Management Services (Australia) Pty Ltd ceased to be a subsidiary of the Company w.e.f. March 31, 2017. During 2016-2017, the company subsequently, obtained the Members approval for the same by a Special Resolution vide Postal Ballot. Accordingly, UOH effected on July 12, 2016, the divestment of the Hotel through sale of the entire issued and outstanding LLC interests of IHMS (Boston) LLC held by UOH, to AS Holdings LLC, Boston', for an aggregate consideration of US$ 125 million (US$ One hundred and twenty five million only). Pursuant to the sale by UOH of its entire LLC interest in IHMS (Boston) LLC, the owning company of the Hotel, the Hotel continues to be operated and managed by IHMS (USA) LLC, an indirect wholly held subsidiary of the Company. IHMS (USA) LLC has entered into a Management Services Agreement with the new owning company, thus ensuring continuity of Taj's presence in the Boston market. At a meeting held on 26 May 2017, the Board of Directors of Indian Hotels Company approved the amalgamation of TIFCO, a wholly owned subsidiary of the company with the company, by way of a Scheme of Amalgamation between TIFCO and the company (the Scheme). The appointed date for the Scheme was 1 April 2017. The National Company Law Tribunal, Mumbai Bench (NCLT) vide its order dated 8 March 2018 approved the Scheme. In accordance with the terms of the Scheme, TIFCO was amalgamated with the company with effect from the Appointed Date i.e. 1 April 2017 and consequently, TIFCO stands dissolved without winding up. Pursuant to the amalgamation, Indian Hotels Company has access to significant liquid assets of TIFCO in the form of cash, Mutual Fund investments and Inter-Corporate Deposits which can be put to better and more profitable use by the company. The aggregate free reserves of the company have increased by about Rs 140 crore thereby enhancing the company's ability to pay dividend to its shareholders. In October 2017, Indian Hotels raised Rs 1500 crore from a rights issue of equity shares in the ratio of 1 equity share for every 5 fully paid-up equity shares held by the eligible equity shareholders as on the record date. The rights issue was priced at Rs 75 per share. During the financial year ended 31 March 2018, Indian Hotels Company incurred Rs 311.33 crore towards capital expenditure, a majority of which was towards Taj Exotica Resort & Spa, Andamans and renovations and refurbishments of hotels. Other areas of investment included new Information Technology initiatives. During the year, the company opened ten hotels (697 keys). It opened the iconic Taj in Andamans and 9 Ginger hotels in some of India's key cities like Mumbai, Gurgaon, Lucknow, Ahmedabad, Vadodara, Aurangabad and Goa. The company signed five new hotels across its brands in the financial year - a Taj hotel in Vikhroli in Mumbai, Vivanta in Bhopal and three Ginger hotels in Lucknow, Vadodara and Goa. The company undertook a phased renovation, renovated 800 rooms and other facilities at several of its landmark hotels including the iconic flagship hotel The Taj Mahal Palace, Mumbai, Taj Lands End, Mumbai, Taj Bengal, Kolkata, Taj Exotica Resort & Spa, Goa and Taj Fort Aguada Resort & Spa, Goa. This has delivered world class products, augmented in-room features and refreshed and vibrant culinary destinations. On 16 February 2018, Indian Hotels Company unveiled a comprehensive five-year business strategy, Aspiration 2022' at the Capital Market Day. The strategy aims to strengthen market leadership and achieve transformative growth leading to greater profitability. Key tenets of the plan include unlocking value from efficiencies in scale and simplifying the holding structure for greater profitability. During the year 2019-20, Zarrenstar Hospitality Private Limited (ZHPL) was incorporated as a Joint Venture Company with Government of Singapore Investment Corporation for acquiring hotels in India. During the year 2020, the Company divested its entire shareholding held in Taj Madras Flight Kitchen Private Ltd (TMFK) to Taj SATS Air Catering Ltd. During FY 2019-20, the Company undertook ongoing renovation of 68 bays to 31 rooms in two floors of Taj Mahal Hotel, New Delhi as part of the first phase; also renovations in all-day dining (Machan), Emperors Lounge, Lobby, Porch and the Chambers. It added a new hotel, The Connaught, in New Delhi, after full-scale renovation of 104 rooms, lobby, bar, all-day dining and meeting rooms. It completed renovation for 40 rooms in its first phase at Taj Holiday Village Resort & Spa, Goa, along with fitness centre, kids' area, conference and banquet spaces and Caravella Restaurant. It completed renovation in Morrisco Restaurant Bar, SFX Restaurant and fitness centre at Hermitage Lounge of Taj Fort Aguada Resort & Spa, Goa. It completed renovation of old houses converted to ama Stays and Trails at Goa as Cardozo House and Braganza House. It completed second phase of renovations at Savoy-IHCL SeleQtions, Ooty, that includes 21 rooms and Jiva Spa. It completed renovation of Golden Dragon Restaurant at Taj Coromandel, Chennai. During the year 2021, Ideal Ice & Cold Storage Company Limited became a wholly-owned subsidiary of IHCL. The Company increased its shareholding in IHMS Hotels (SA) (Proprietary) Limited and is considered as a subsidiary of the Company, from earlier being a Joint Venture. Consequently, Goodhope Palace Hotels (Proprietary) Limited which was a subsidiary of IHMS Hotels (SA) (Proprietary) Limited became an indirect subsidiary of the Company. As on March 31, 2022, IHCL has a portfolio of 235 hotels, including 175 operational hotels, of which close to 80 hotels were signed and 36 hotels were opened during 2022. During FY 2021-22, IHCL signed 19 hotels, opened 13 new hotels and 27 ama properties. It opened new hotels including a 325 room, Taj Exotica Resort & Spa, The Palm in Dubai and India's first all women-run luxury residences, Taj Wellington Mews in Chennai. On 26 April 2022, the Company acquired 100% of Roots Corporation's equity shares, through which it made Ginger a wholly owned subsidiary of IHCL and amalgamated it to the IHCL brandscape. During the year 2021-22, Taj Madras Flight Kitchen Private Limited earlier being a Subsidiary of the Company, amalgamated with Taj SATS Air Catering Limited. Two new companies viz. Genness Hospitality Private Limited and Qurio Hospitality Private Limited were incorporated as Wholly Owned Subsidiaries (WOS) of the Company for development of 4-star (Vivanta) and 3-star (Ginger) hotels in Gujarat, Kevadia. The Company purchased the balance stake of 14.28% of ELEL Hotels and Investments Limited (ELEL)and ELEL became a WOS of the Company. During the year 2022-23, two new companies viz. Suisland Hospitality Private Limited and Kadisland Hospitality Private Limited were incorporated as subsidiaries of the Company effective in August 2022. Bjets Pte. Limited ceased to be an Associate of the Company in September 2022. Zarrenstar Hospitality Private Limited, an associate earlier was made a subsidiary of the Company effective March 2023. During 2022-23, the Company opened 3 hotels, viz., Taj City Centre Kolkata, IHCL SeleQtions Anand Kashi Rishikesh and Vivanta Katra, Vaishno Devi. In FY 2022-23, 5 New Ginger Hotels opened comprising of Ginger Mumbai, Goregaon, Ginger Ahmedabad, RTO Circle, Ginger Bharuch, Ginger Chennai, OMR and Ginger Chandigarh, Zirakpur. In addition, 11 New Ginger Hotels were signed. The legendary dining destination for Oriental cuisine, House of Ming at Taj Mahal, New Delhi was opened.

Indian Hotels Co Ltd Directors Reports

To the Members,

The Directors take pleasure in presenting the Integrated Annual Report of The Indian Hotels Company Limited (the Company or IHCL) along with the Audited Financial Statements for the Financial Year ended March 31,2023. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

1. Financial Results

(Rs Crores)

*Dividend declared in FY 2021-22 and paid during the year under review.

2. Dividend

The Board recommended a dividend of tl per fully paid Equity Share on 1,42,04,00,342 Equity Shares of face value tl each, for the year ended March 31, 2023 (Previous year ?0.40 per share) based on the parameters laid down under the Dividend Distribution Policy.

The dividend on Equity Shares is subject to the approval of the Shareholders at the Annual General Meeting (AGM) scheduled to be held on Friday, June 16, 2023. The dividend once approved by the Shareholders will be paid on and after Friday, June 23, 2023.

The dividend on Equity Shares if approved by the Members, would involve a cash outflow of Rs142.04 crores resulting in a dividend pay-out of 17% of the standalone profits of the Company.

3. Transfer to Reserves

During the year under review, an amount of ?51.81 crores was transferred from Debenture Redemption Reserve to General Reserve consequent to the redemption of Unsecured Non-Convertible Redeemable Debentures of ?495 crores. The Board of Directors has decided to retain the entire amount of profit for FY 2022-23 appearing in the Statement of profit and loss.

4. Share Capital

During the year under review, the Company had allotted 740 equity shares of tl each arising out of previous rights issues to one of the shareholders of the Company whose shares were kept in abeyance. As a result of such allotment, the paid-up share capital of the Company increased from Rs142,03,99,602 (comprising 142,03,99,602 equity shares of tl each) to Rs142,04,00,342 (comprising 142,04,00,342 equity shares of tl each). The equity shares so allotted rank pari-passu with the existing equity shares of the Company. Except as stated herein, there was no other change in the share capital of the Company.

5. Company's Performance Standalone Performance

On a standalone basis, the Total income for FY 2022-23 was ?3,811.32 crores, which was higher than the previous year's Total income of ?2,152.42 crores by 77% consequent to opening of the global economy, increased mobility and travel and higher demand for accommodation and food and beverages, especially from domestic tourism. Operating expenditure increased by 43% to ?2,314.53 crores in FY 2022-23 from Rs1,615.07 crores in the previous year mainly due to increase in business volumes. The Company witnessed robust growth in volumes and rates across all its brands with increase in margins. Depreciation for FY 2022-23

at ?207.85 crores was marginally higher than that of FY 2021-22 due to renovations and refurbishments. Finance costs for FY 2022-23 at Rs128.29 crores was lower than FY 2021-22 by Rs176.21 crores due to repayment of debt from proceeds of equity issues during the year. The Company maintained a good liquidity position throughout the year to end with Rs1,466.32 crores of liquidity against a debt of ?450.08 crores and thus maintained its position of zero net debt. Exceptional loss for the year ?21.68 crores (Previous year ?56.93 crores) represented a provision for impairment due to losses in overseas subsidiaries. After accounting for taxes, the Company reported a Profit after tax for FY 2022-23 of ?843.03 crores in comparison with a loss of ?34.45 crores for FY 2021-22.

Consolidated Performance

Consolidated Total Income for FY 2022-23 was ?5,948.81 crores, higher by 85% than the previous year's Total Income of ?3,211.38 crores. Operating expenditure increased to ?4,005.35 crores in FY 2022-23 from ?2,651.47 crores in FY 2021-22, an increase of 51% mainly due to increase in business volumes. Depreciation at ?416.06 crores for FY 2022-23 was marginally higher than that of FY 2021-22. Finance costs for FY 2022-23 at ?236.05 crores was lower than FY 2021-22 by Rs191.61 crores due to repayment of debt, including that in a subsidiary company from proceeds of equity issues during the year. Exceptional gains for the year of ?3.29 crores (Previous year Rs15.62 crores) was due to a profit on sale of hotel property in a subsidiary offset by an exchange loss on long-term borrowings. Along with the parent company, all subsidiaries, joint ventures and associates registered excellent growth in business volumes and profitability during FY 2022-23. The Group registered the best-ever performance in every quarter of the year to end the year at record Turnover, EBITDA, EBITDA margins and Profit after Tax. At the consolidated level, EBITDA was 32.67% of turnover at Rs1,943.46 crores for the year. The Profit after tax attributable to shareholders and non-controlling interests for FY 2022-23 was Rs1,052.83 crores as against a loss of ?264.97 crores for FY 2021-22. The profit attributable to shareholders of the Company for FY 2022-23 was Rs1,002.59 crores as against a loss of tlAl.12 crores for the previous year. The Group generated its highest-ever free cash flow of more than Rs1,000 crores during the year and maintained a positive cash position of ?987.43 crores at the end of the year.

Borrowings

Total long-term borrowings of the standalone Company stood at ?449.49 crores as on March 31,2023 as against ?942.53 crores as on March 31,2022. On a consolidated basis, total long-term borrowings stood at ?818.26 crores as on March 31, 2023 as against Rs1,984.76 crores as on March 31, 2022.

Debentures

The Company redeemed 4,950, 7.85% Secured Non-Convertible Redeemable Debentures of face value Rs10 lakhs each aggregating to ?495 crores on April 13, 2022 and 1,500, 7.50% Unsecured Non-Convertible Redeemable Debentures of face value Rs10 lakhs each aggregating to Rs150 crores on April 21, 2023.

Capital Expenditure

During FY 2022-23, the Company's outlay towards capital expenditure was ?329.78 crores for the standalone Company and ?470.59 crores at the consolidated level.

Business Overview

An analysis of the Business and Financial Results are given in the Management Discussion and Analysis, which forms a part of the Annual Report.

6. Subsidiary Companies

The Company has 29 subsidiaries, 5 associates and 6 joint venture companies as on March 31, 2023. There has been no material change in the nature of the business of the subsidiaries.

During the year under review,

i. Two new companies viz. Suisland Hospitality Private Limited and Kadisland Hospitality Private Limited were incorporated as subsidiaries of the Company in August 2022 for the purpose of development of eco-tourism resorts at Suheli and Kadmat Islands in Lakshadweep, respectively.

ii. Bjets Pte. Limited ceased to be an Associate of the Company as it was struck off from the Registrar of Companies, Singapore in September 2022.

iii. Zarrenstar Hospitality Private Limited, earlier an Associate of the Company has now become a subsidiary of the Company effective March 2023.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Company's subsidiaries in Form No. AOC-1 is attached to the financial statements of the Company.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the website of the Company at https://investor.ihcltata.com/AGM- FY2023.

7. Directors' Responsibility Statement

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2022-23.

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirm that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;

ii. They have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Yearand of the profit of the Company for that period;

iii. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. They have prepared the annual accounts on a going concern basis;

v. They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

vi. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

8. Directors and Key Managerial Personnel

In accordance with the requirements of the Act and the Company's Articles of Association, Mr. N. Chandrasekaran (DIN: 00121863) retires by rotation and being eligible, offers himself for re-appointment. A resolution seeking shareholders' approval for his re-appointment forms part of the Notice.

During the year under review, Mr. Venu Srinivasan retired as a Non-Executive Director of the Company with effect from December 10, 2022, upon reaching the age of retirement for Non-Executive Directors (i.e. 70 years) in accordance with the Governance Guidelines adopted by the Company. The Board places on record its appreciation for his invaluable contribution and guidance provided to the Company over the years.

In terms of Regulation 25(8) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence. Based upon the declarations received from the independent Directors, the Board of Directors has confirmed that they meet the criteria of Independence as mentioned under Section 149(6) of the Act and Regulation 16(l)(b) of SEBI Listing Regulations and that they are Independent of the Management. In the opinion of the Board, there has been no change in the circumstances affecting their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further in terms of Section 150 read with Rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014, as amended, the Independent Directors of the Company have registered their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees and remuneration and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/ Committees of the Company.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on March 31, 2023 are:

• Mr. Puneet Chhatwal - Managing Director & Chief Executive Officer

• Mr. Giridhar Sanjeevi - Executive Vice President & Chief Financial Officer

• Mr. Beejal Desai, Executive Vice President - Corporate Affairs & Company Secretary (Group)

9. Number of Meetings of the Board

Five meetings of the Board were held during the year under review. For details of meetings of the Board, please refer to the Corporate Governance Report, which forms a part of the Annual Report.

10. Board Evaluation

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual Directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of criteria such as the board composition and structure; degree of fulfilment of key responsibilities towards stakeholders (by way of monitoring corporate governance practices, participation in the long-term strategic planning, etc.); effectiveness of board processes, information and functioning, etc.; extent of co-ordination and cohesiveness between the Board and its Committees; and quality of relationship between board Members and the management.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee Members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.

The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India (SEBI) on January 5, 2017.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, the Board as a whole and the Chairman of the Company was evaluated, taking into account the views of Executive Director and Non-Executive Directors.

The Board and the Nomination and Remuneration Committee (NRC) reviewed the performance of individual Directors on the basis of criteria such as the contribution of the individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

In the Board Meeting that followed the meeting of the Independent Directors and meeting of NRC, the performance of the Board, its Committees, and individual Directors was also discussed. Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated.

11. Policy on Directors' Appointment and Remuneration and other Details

The Company's policy on directors' appointment and remuneration and other matters provided in Section 178(3) of the Act is available on https://www.ihcltata. com/board diversity director attributes.pdf and https://www.ihcltata.com/Remuneration Policy KMP Directors Emplovees.pdf.

12. Vigil Mechanism

In accordance with Section 177(9) of the Act and Regulation 22 of the SEBI Listing Regulations, the Company has established the necessary vigil mechanism that provides a formal channel for all its directors, employees and other stakeholders to report concerns about any unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct. The details of the policy have been disclosed in the Corporate Governance Report, which forms a part of the Annual Report and is also available on https://investor. ihcltata.com/files/IHCL Whistle Blower Policv.pdf

13. Internal Financial Control Systems and their Adequacy

The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the Financial Statements are adequate.

The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which forms a part of the Annual Report.

14. Committees of the Board

a) Audit Committee

b) Nomination and Remuneration Committee

c) Corporate Social Responsibility and Sustainability (ESG) Committee

d) Risk Management Committee

e) Stakeholders' Relationship Committee

During the year under review, all recommendations of the Committees were approved by the Board. The details including the composition of the Committees including attendance at the Meetings and terms of reference are included in the Corporate Governance Report, which forms a part of the Annual Report.

15. Corporate Social Responsibility

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year under review are set out in Annexure I of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2022. For other details regarding the CSR and Sustainability (ESG) Committee, please refer to the Corporate Governance Report, which is a part of the Annual report. The CSR policy is available on https://www.ihcltata.com/ CSR Policv.pdf.

16. Auditors

Statutory Auditor and Statutory Auditor's Report

At the 121^st AGM of the Company held on June 30,2022, the Members approved the re-appointment of BS R&Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) as the Statutory Auditors of the Company to hold office for a second term of five consecutive years, from the conclusion of the 121^st AGM till the conclusion of the 126^th AGM of the Company to audit and examine the books of account of the Company.

The Statutory Auditors' Report on the Financial Statements of the Company for FY 2022-23 does not contain any qualifications, reservations, adverse remarks or disclaimer.

The Statutory Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Act, in the year under review.

Secretarial Auditor and Secretarial Auditor's Report

In terms of Section 204 of the Act and Rules made thereunder, Neville Daroga & Associates, Practicing Company Secretary (C.P. No. 3823) were appointed as Secretarial Auditors of the Company to conduct the Secretarial Audit of records and documents of the Company for FY 2022-23 and their report is annexed as Annexure II to this Report.

The Secretarial Auditor's Report does not contain any qualifications, reservations, adverse remarks or disclaimer.

For FY 2022-23, the Company does not have any material unlisted Indian subsidiaries. As such the requirement to attach secretarial audit reports of material unlisted Indian subsidiaries pursuant to Regulation 24A (1) of the SEBI Listing Regulations is not applicable to the Company.

Cost Auditors

Maintenance of cost records as specified by the Central Government under Section 148 (1) of the Act is not applicable to the Company.

17. Risk Management

The Board of Directors of the Company has formed a Risk Management Committee to frame, implement and monitor the risk management plan for the Company. The Committee is responsible for monitoring and reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. The major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The development and implementation of risk management policy has been covered in the Management Discussion and Analysis which forms a part of the Annual Report.

18. Particulars of Loans, Guarantees or Investments

The Company falls within the scope of the definition 'infrastructure company' as provided by the Act. Accordingly, the Company is exempt from the provisions of Section 186 of the Act with regards to Loans, Guarantees, Securities provided and Investments. Therefore, no details are provided.

19. Related Party Transactions

In line with the requirements of the Act and the SEBI Listing Regulations, as amended, the Company has formulated a Policy on Related Party Transactions for identifying, reviewing, approving and monitoring of Related Party Transactions and the same can be accessed on the Company's website at https://www. ihcltata.com/RPT.pdf.

During the year under review, all Related Party Transactions that were entered into were in the Ordinary Course of Business and at Arms' Length Basis. All transactions entered into with related parties were approved by the Audit Committee.

None of the transactions with related parties are material in nature or fall under the scope of Section 188(1) of the Act. The information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014, as amended, in Form AOC-2 is not applicable to the Company for FY 2022-23 and hence the same is not provided.

20. Annual Return

As provided under Section 92(3) and 134(3)(a) of the Act, the Annual Return in Form MGT-7 for FY 2022-23 is available on the website of the Company at https://investor.ihcltata.com/AGM-FY2023.

21. Particulars of Employees

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, are annexed to this Report as Annexure III.

The statement containing details of employees as required under Section 197(12) read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, forms part of this Report and will be made available to any Member on request at investorrelations@ihdtata.com.

22. Disclosure Requirements

As per SEBI Listing Regulations, the Corporate Governance Report with the Practicing Company Secretary's Certificate thereon, and the Management Discussion and Analysis are attached as a separate section which forms a part of the Annual Report.

Pursuant to Regulation 34(2) (f) of the SEBI Listing Regulations and its Circular dated May 10, 2021, SEBI has made Business Responsibility & Sustainability Report (BRSR) mandatory for the top 1,000 listed companies (by market capitalisation) from FY 2022-23. IHCLfalls within this category and has adopted the BRSR for FY 2022-23 to provide enhanced disclosures on ESG practices and priorities of the Company. The BRSR disclosures form a part of this Report.

As per Regulation 43A of the SEBI Listing Regulations, the Dividend Distribution Policy is disclosed in the Corporate Governance Report and is uploaded on the Company's website at https://investor.ihcltata.com/ files/IHCL Dividend Distribution Policv.pdf

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

23. Deposits from Public

The Company does not accept and/or renew Fixed Deposits from the general public and shareholders. There were no over dues on account of principal or interest on public deposits including the unclaimed deposits at the end of FY 2022-23 (Previous year ?45,000/-).

24. Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo [Pursuant to Companies (Accounts) Rules, 2014]

A. Conservation of Energy: The Company has a longstanding history of stewardship through efficient management of all its assets and resources. The Company's conscious efforts are aligned with the Tata ethos of keeping communities and environment at the heart of doing business. In line with IHCL's commitment to safeguard the environment, we have been the flagbearers of responsible tourism through elimination of two million plastic straws across all our properties. Our renewable energy proportion has improved to 35% from 14% in the past six years. We have shifted to renewable power at several of our properties. Green power is sourced on the basis of long-term power purchase agreements to ensure stability of prices and supplies, with the generation sources being a mix of wind and solar. IHCL has also partnered with Tata Power to install EV charging stations at over 200 IHCL properties. This will help to reduce range anxiety for guests with EV vehicles and also play a role in lowering the overall carbon footprint of the country, as IHCL properties occupy prime locations in cities. In this rapidly transforming world, our sustainability goals will certainly evolve as our industry grows and as per the needs arising in the society.

B. Technology Absorption: There is no material information on technology absorption to be furnished. The Company continues to adopt and use the latest technologies to improve the efficiency and effectiveness of its business operations. IHCL has collaborated with IFC Tech Emerge towards piloting sustainable cooling technology. Nine projects have been rolled out across six hotels.

C. Foreign Exchange Earnings and Outgo:

• Earnings: ?387.63 crores (Previous year Rs149.92 crores)

• Outgo: ?80.02 crores (Previous year ?44.46 crores)

25. Material Changes and Commitment Affecting the Financial Position of the Company

There are no material changes affecting the financial position of the Company subsequent to the close of FY 2022-23 till the date of this Report.

26. Significant and Material Orders Passed by the Regulators

During the year under review, no significant material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and the Company's operations. However, Members' attention is drawn to the Statement on Contingent Liabilities and Commitments in the Notes forming part of the financial statements.

27. Proceedings under Insolvency and Bankruptcy Code, 2016

During the year under review, there were no proceedings that were filed by the Company or against the Company, which are pending under the Insolvency and Bankruptcy Code, 2016, as amended, before National Company Law Tribunal or other Courts.

28. Valuation

During the year under review, there were no instances of one-time settlement with any Banks or Financial Institutions.

29. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act)

The Company has always believed in providing a safe and harassment-free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the POSH Act, and the rules framed thereunder, including constitution of the Internal Complaints Committee. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the POSH Act and the same is available on the Company's website at https://www.ihcltata.com/ POSH Policv.pdf

Status of complaints as on March 31, 2023:

*Complaint was received only in March 2023 and appropriate steps have been initiated since then.

30. Integrated Report

With the corporate landscape rapidly evolving, Integrated Reporting has been an ideal tool to explore value creation. The Company being an iconic brand, has voluntarily provided Integrated Report, which encompasses both financial and non-financial information to enable the Members to take well informed decisions and have a better understanding of the Company's long-term perspective.

The Company has progressed in the journey of Integrated Reporting and is focused on driving more authentic, comprehensive and meaningful information about all aspects of the Company's performance and value creation story delivering benefits for both internal and external stakeholders.

The Report also touches upon aspects such as organisation's strategy, governance framework, performance and prospects of value creation based on the sixforms of capital viz. financial capital, manufactured capital, intellectual capital, human capital, social and relationship capital and natural capital.

31. Acknowledgement

The Directors thank the Company's customers, vendors, investors, lenders, partners and all other stakeholders for their continuous support.

The Directors also thank the Government of India, Governments of various states in India, Governments of various countries and concerned Government departments and agencies for their co-operation.

The Directors appreciate and value the contribution made by all our employees and their families and the contribution made by every other member of the IHCL family, for making the Company what it is.

Indian Hotels Co Ltd Company Background

Indian Hotels Co Ltd Company Management

Indian Hotels Co Ltd Listing Information

Indian Hotels Co Ltd Finished Product