Indian Hotels to Amalgamate Oriental Hotels; Approves Scheme of Arrangement

The Indian Hotels Company Limited (IHCL) announced that its Board of Directors has approved a Scheme of Arrangement for the amalgamation of Oriental Hotels Limited (OHL) into and with IHCL. This decision was made based on recommendations from the Audit Committee and the Committee of Independent Directors.

The Scheme is subject to approvals from the National Company Law Tribunal (NCLT), shareholders and creditors of both companies, as well as other regulatory bodies including the stock exchanges and SEBI.

Oriental Hotels Limited, an associate company of IHCL, reported revenues of ₹500.7 crore and a Net Worth of ₹480.5 crore as of March 31, 2026. The amalgamation aims to create synergies, leverage IHCL's financial resources and expertise for OHL, simplify management structures, reduce costs, and allow for full accounting consolidation and joint utilization of financial resources. Public shareholders of OHL will have an opportunity to participate directly in IHCL's consolidated hospitality business.

Under the approved Share Exchange Ratio, members of OHL will receive 25 equity shares of IHCL (face value ₹1 each) for every 117 equity shares of OHL (face value ₹1 each) they hold. The transaction is considered a related party transaction but will not attract Section 188 of the Companies Act due to clarifications from the Ministry of Corporate Affairs. Valuations for the scheme were conducted by PwC Business Consulting Services LLP and SSPA & Co., with a fairness opinion provided by Kotak Mahindra Capital Company Limited.