Intimation under Regulation 30 of SEBI (LODR) Regulations, 2015 pertains to the Alteration of the Articles of Association (AOA) of the Company
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Sayaji Hotels (Indore) Ltd has informed BSE that its members approved changes to the Articles of Association (AOA) by special resolution through a Postal Ballot on October 16, 2025 (Board had cleared it on September 1, 2025). The amended AOA formally recognises two promoter groups — the 'Existing Promoters' and three 'Incoming Promoters' (Century 21 Officespace Pvt Ltd, M.P. Entertainment and Developers Pvt Ltd, Print Solutions Pvt Ltd) — and codifies a shared-control framework. Each promoter group can nominate two directors, key decisions (acquisitions, fundraises, dividends, asset sales above Rs 50 lakh, hotel management contracts, auditor changes, etc.) are listed as Reserved Matters needing consent from both sides, and share transfers are governed by Right of First Offer, tag-along and drag-along rights. All special rights automatically lapse if either promoter group's holding falls below 26%, and old One Person Company-related articles stand removed.
The amended AOA institutionalises a joint-control arrangement, giving both promoter groups veto power over major business and capital decisions and restricting unilateral share transfers. While it brings governance clarity, it could create decision-making gridlock if the two promoter groups disagree on key matters.