Dear Members,

Your Board takes pleasure in presenting the 18^th Annual Report of the Company along with the audited financial statements of the Company for the financial year ended 31 ^st March, 2025.

Your Company's performance for the financial year ended 31st March, 2025 along with the previous year figures under:

Rs. in lakhs

During the financial year ended 31 ^st March, 2025, an amount of Rs. 200 lakhs have been transferred to General Reserve out of the amount available for appropriation.

The Board of Directors is pleased to recommend a dividend of Re 1/- per equity share (previous year at Rs. 2.50/-) on 1,72,91,696 equity shares of Rs 10/- each for the financial year ended 31^st March, 2025. The total cost to the Company on account of dividend payment will be Rs 172.92 lakhs (inclusive of TDS) resulting in a payout of 6.81% of the standalone profits after tax of the

During the financial year ended 31 ^st March, 2025, Hyatt Regency Kolkata (the hotel) closed the year-end occupancy at 79.1% which is a year-on-year growth of 3.6% compared to the competition average closure of 77.1%. During the financial year ended 31st March, 2025, Average Daily Rate (ADR) is closed at Rs. 7,896/- which is a growth of 5.2% as compared to the competition average closure of Rs. 7,880/- which is a year-on-year growth of 7%. The hotel has shown agility by changing business mix based on market needs. The hotel focuses on online distributors to drive high priced demand while traditional corporate business had been prospected for driving base business. Group business share was driven by wedding, corporate MICE (Meetings, Incentives, Conferences, and Exhibitions) and sports blocks. The hotel has been largely successful in booking all the relevant wedding dates during the last year. The hotel has improved its market share in spite of low market demand and has ended the year at rank 2 in Revenue per Available Room (RevPAR).

During the financial year ended 31 st March, 2025, there were no material changes and commitments affecting the financial position of the Company.

Further, there has been no change in the nature of business of the Company since its incorporation.

The Company has two wholly owned and unlisted Indian subsidiaries, namely, Novak Hotels Private Limited, Mumbai and GJS Hotels Limited, Kolkata.

I) NOVAK HOTELS PRIVATE LIMITED

In terms of NCLAT, New Delhi Bench Order dated 9^th January, 2024 and the arrangements/agreements with the promoters of Asian Hotels (West) Ltd, New Delhi (AHWL), the Company's material subsidiary named Novak Hotels Pvt Ltd is in due process to acquire Hyatt Regency, Mumbai (HRM) hotel from AHWL by exercising option to acquire HRM and as per the understanding, the same will happen on revocation of suspension of trading of shares of AHWL ii)

The Company's WoS named GJS Hotels Ltd (GJS) has filed a writ petition before the Odisha High court challenging the Order issued by the Govt of Odisha, through the GA Dept dated 2^nd November, 2024 determining the lease and asking GJS to vacate the property in Bhubaneswar within 15 days, also resulting in forfeiture of the performance bank guarantee (PBG) amounting to Rs. 350 lakhs earlier given by GJS to the Govt.

The Hon'ble Court vide its order dated 13^th November, 2024 had stayed the aforesaid order dated 2^nd November, 2024 and the stay order continues to be effective till the next date of hearing which is not yet listed by the Hon'ble Court. The management is hopeful of a favourable resolution of the matter in Company's favour.

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statement of the subsidiaries of the Company in Form AOC-1 is annexed herewith marked as Annexure-I to this Report. The audited financial statements of the Company and of its subsidiaries have also been uploaded on the website of the Company http://www.ahleast.com/ reports.html.

The Consolidated Financial Statements of the Company are prepared in accordance with Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015 (Ind-AS) and forms an integral part of this report.

The Policy for determining material subsidiaries of the Company has been provided in the following link: https://www.ahleast.com/ policiespdf/Policy%20on%20Material%20Subsidiaries.pdf.

M/s. Singhi & Co., Chartered Accountants, (Firm Registration No. 302049E), was appointed as the Statutory Auditors of the Company at the Annual General Meeting (AGM) held on 28th September, 2022 for a period of five (5) consecutive years. It has submitted a Section 139 read with Section 141 of the Companies Act, 2013. The certificate Statutory Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Act, in the year under review.

Please refer to the audit report on standalone financial statement and consolidated financial statements of the Company for the finan -cial year ended 31st March, 2025.

The Auditors' Qualification has been appropriately dealt with in Note No. 44(ii) of the standalone audited financial statements and which are self-explanatory and therefore do not call for any further NoteNo.43(ii)oftheconsolidatedauditedfinancial comments. The Auditors' Report is enclosed with the financial statements in this Annual Report.

Pursuant to Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014, and other applicable provisions, if any, of the Companies Act, 2013, M/s. S.K. Agarwal & Co. holds the office of Internal Auditor to conduct an internal audit for the financial year ended 31 ^st March, 2025.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Board appointed M/s Priyanka Rudra and Associates,

Practicing Company Secretary (COP No. 25258), to undertake the Secretarial Audit of your Company for the financial year ended 31^st March, 2025. Pursuant to Regulation 24A of SEBI Listing Regulations, 2015, the Secretarial Audit Report of the Company is annexed to this Board Report, collectively as Annexure II.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Your directors would like to confirm that requisite approval of members of the Company was obtained through Postal Ballot on 18th

June, 2024 with respect to (i) regularisation of Mr. Shourya Sengupta (DIN: 09216561) and Mr. Devesh Saraf (DIN: 07778585) as Independent Director and Non-Executive Director of the Company respectively; and (ii) continuation of directorship of Mr. Sandipan Chakravortty (DIN: 00053550) as Independent Director of the Company after the attainment of the age of 75 years. Further, requisite approval of members of the Company was obtained through Postal Ballot on 9th May, 2025 with respect to (i) reappointment of Mr. Umesh Saraf (DIN No: 00017985) and Mr. Arun K Saraf (DIN No: 00339772) as Joint Managing Directors 22nd oftheCompanyfor February, 2025 and periodoffive 4th August, 2025 respectively and payment of remuneration to them; and (ii) appointment of Ms. Swati Singhania (DIN: 03610903) as an Independent Woman Director of the Company for a term of five (5) consecutive years commencing from 30th March, 2025 till 29th March, 2030 in place of Ms. Rita Bhimani whose second term of office as independent director expired on 30th March, 2025. The Board expressed its gratitude to Ms.

Rita Bhimani for her contribution towards the Company throughout her tenure.

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and the Company's Article No. 110 of Articles of Association, Mr. Devesh Saraf (DIN: 07778585), Non-Executive Director retires by rotation and being eligible, offers himself for reappointment at the ensuing AGM. Brief details of the Director, who is proposed to be re-appointed, as required under Regulation 36 of the Listing Regulations, 2015 are provided in the Notice of AGM.

Your directors would like to confirm that the Company has received annual declarations from all the independent directors of the Company confirmingthat they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013, Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and Regulations 16(1)(b) and 25 of the Listing Regula -tions, 2015 and there has been no change in the circumstances, which may affect their status as independent director during the year.

During the year under review, there has been no change in the Key Managerial Personnel of the Company. In terms of Section 203 read with Section 2(51) of the Companies Act, 2013, the Key Managerial Personnel of the Company are:

Mr. Arun Kr. Saraf, Jt. Managing Director

Mr. Umesh Saraf, Jt. Managing Director

Mr. Bimal K. Jhunjhunwala, Chief Financial Officer

Mr. Saumen Chatterjee, Chief Legal Officer & Company Secretary

EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND DIRECTORS:

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 Companies Act, 2013 and SEBI Listing Regulations 2015.

The evaluation of the Board of Directors was based on criteria such as appropriateness of Board composition and structure, decisions passed by the Board of Directors, awareness on Industry operations, compliance with applicable laws, succession planning, strategic planning, implementation of guidelines or strategies decided by the Board of Directors etc. The evaluation of the Committees was based on criteria such as composition, functioning, competencies of the members, frequency of meetings, procedures, monitoring, advisory role, timely reporting to Board of Directors, etc.

In line with the requirements of section 178 of the Companies Act, 2013 and the SEBI Listing Regulations, 2015, the Company has formulated a Nomination & Remuneration Policy which can be accessed on the Company's website at https://www.ahleast.com/ Nomination%20and%20Remuneration%20Policy-2025.pdf.

The Company recognizes and believes that a diverse Board will enhance the quality of the decisions made by utilizing different skills, qualifications, professional experiences, knowledge, gender, ethnicity, background and other distinguished qualities etc. of the members of the Board, necessary for effective corporate governance, sustainable and balanced development. The Board has adopted a Board Diversity Policy as required under Regulation 19 read with Part D of Schedule II of SEBI Listing Regulations, 2015 which sets out the approach to diversity. The Board diversity policy is available on our weblink: http://www.

In accordance with the provisions of Sections 134(5) of the Companies Act, 2013 in the preparation of annual accounts for the financial year ended 31^st March, 2025 and based upon representations from the Management, the Board states that: a) in the preparation of the annexed accounts for the financial year ended 31 ^st March, 2025, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; b) the Directors have selected such accounting policies and applied them consistently and made judgments 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 year under review and of the profit of the Company for that year; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the said accounts has been prepared on a going concern basis; e) internal financial controls to be followed by the Company have been laid down and that such internal financial and were operating effectively; and f) proper systems to ensure compliance with the provisions of all applicable laws have been devised to ensure such systems are adequate and operating effectively.

The information required pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, pertaining to conservation of energy, technology absorption and foreign exchanges earning and outgo to the extent possible in the opinion of your Directors, is annexed hereto as Annexure-III and forms part of this Report.

The disclosure on the details of remuneration to Directors and other employees pursuant to Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. With respect to the statement containing information under Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the report and the accounts are being sent to the Members excluding the aforesaid statement. In terms of Section 136 of the Act, the said statement is open for inspection at the registered office Company during working hours and any Member interested in obtaining a copy of the same may write to the Chief legal Officer & Company Secretary at the email id: saumen.chatterjee@ahleast.com.

All related party transactions that were entered into by the Company during the financial year under review were in the ordinary course of business and on arm's length basis. There were no contracts or arrangements entered into by the Company which falls under the purview of Section 188 of the Companies Act, 2013 and there were no material related party transactions in terms of Regulation 23 of the SEBI Listing Regulations, 2015. Thus, disclosure as required in Form AOC-2 in terms of Section 134 of the Companies Act, 2013 is not applicable to the Company. Prior omnibus approval was obtained for related party transactions which are repetitive in nature and entered in the ordinary course of business and were at arm's length. All related party transactions were placed before the Audit Committee for review every quarter.

The Policy on related party transactions and dealing with related party transactions, as approved by the Board, can be accessed on the Company's weblink: https://www.ahleast.com/policiespdf/Policy%20on%20Materiality%20of%20Related%20Party%20 Transactions%20and%20on%20Dealing%20with%20Related%20Party%20Transactions.pdf. The policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties. The details of the transactions with related parties are set out in Notes to the Standalone and Consolidated Financial Statements pursuant to Ind AS.

Pursuant to Schedule V of Regulation 34(3) of the Listing Regulations, 2015, Management Discussion and Analysis Report as Annexure-IV and Corporate Governance Report as per Regulation 34(3) read with Schedule V of the SEBI Listing Regulations, 2015 as Annexure-V and Compliance Certificate on Corporate Governance from the Practicing Company Secretaries are annexed to this Report.

As required under Section 135 of the Companies Act, 2013, the Company had spent Rs. 45,00,000/- (Rupees Forty-Five lakhs only) as CSR expenditure, for the financial year ended 31^st March, 2025. The details of the CSR Committee, CSR projects, CSR amount spent, etc., for the financial year ended 31 ^st March, 2025 are annexed and marked as Annexure-VI to this report.

The Company's CSR Policy formulated in accordance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 is available on the Company's weblink: https://www.ahleast.com/policiespdf/ Corporate%20Social%20Responsibility%20Policy-25.pdf. Apart from the corporate side, Hyatt Regency, Kolkata hotel being an operator also separately does its CSR activities regularly. Living by the ethos of Hyatt, care has been its core strength. The hotel takes immense pride in being a part of Hyatt's journey of Care and giving back to the society with a sense of gratitude. Every year the hotel prioritizes its social responsibilities based on pillars which revolves around initiatives that are meant for the wellbeing of our people and the society. Last year the hotel took multiple initiatives based on wellness, environment sustainability, Career and economic development. To promote economic development, the hotel's officials had visited the NGO named "Save the Orphan" and donated goods worth Rs. 23,099/- that comprised of over 350 clothes, school supplies, groceries, 2 cycles and gas ranges that also helped towards the development of their NGO. They also visited Ashari animal shelter that caters to stray animals and donated groceries and medicines worth Rs. 11,000/- to support their wellbeing. They also visited SOS village to support the children at NGO and donated necessity items like bathing soaps, hair oil, toothpaste, shampoo and stationery to support child education. Total donation was worth Rs. 45,764/-.

To empower women, the hotel had collaborated with Ektara - An NGO that supports women empowerment through education and skill development to promote self-sufficiency. 23 ladies from the NGO attended a workshop facilitated by the Executive Chef of the hotel who gave them a thorough insight about the industry and the immense growth prospective Hyatt offers to people who are willing to build a career. Followed by a show-around of the hotel they were offered an essence of the inclusive work culture.

Your Company, has in place, an adequate system of internal controls, with documented procedures covering all corporate functions and hotel operating units. Systems of internal controls are designed to provide reasonable assurance regarding the effectiveness and efficiencyof operations, the adequacy of safeguards for assets, the reliability of financial controls, and compliance with applicable laws and regulations. Adequate internal control measures are in the form of various policies and procedures issued by the Management covering all critical activities viz. Revenue Management, Hotel Operations, Purchase, Finance, Human Resources, Safety, etc. These policies and procedures are updated from time to time and compliance is monitored by Internal Audit.

The effectiveness of internal controls is reviewed through the internal audit process, which is undertaken for every operational unit and all major corporate functions under the direction of the Operations department. The Audit Committee of the Board oversees the adequacy of the internal control environment through regular reviews of the audit findings and monitoring implementations of internal audit recommendations through the compliance reports submitted to them. The Statutory Auditors of your Company have opined in their report that your Company has adequate internal controls over financial reporting.

Your Company has adopted a Risk Management Policy pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013 to identify and evaluate business risks and opportunities for mitigation of the same on a continual basis. This framework seeks to create transparency, minimize adverse impact on business objective and enhance your Company's competitive advantage. In your company, risks are carefully mapped and a risk management framework is involved. Your Company is faced with risks of different types, each of which needs varying approaches for mitigation. Details of various risks faced by your Company and their mitigation are provided in the Management Discussion and Analysis Report. The Company's risk management policy formulated in accordance with Section 134(3)(n) of the Companies Act, 2013 as approved by the Board is available on Company's weblink: http://www.ahleast.com/policiespdf/Risk%20Management%20Policy.pdf.

Pursuant to Section 92(3) and 134(3)(a) of the Act, read with Rule 12 of Chapter VII, Companies (Management and Administration)

Amendment Rules, 2020, Annual Return of the Company in Form MGT-7 for financial year ended 31 ^st March, 2025 is available under the Company's weblink: https://www.ahleast.com/notice-agm.html

During the financial year ended 31^st March, 2025, the Board of Directors had four (4) meetings. These meetings were held on 28^th May, 2024, 9^th August 2024, 8^th November, 2024 and 12^th February, 2025. The details in relation to attendance at the meetings are disclosed in the Corporate Governance section which forms a part of this report.

C) COMPOSITION OF AUDIT COMMITTEE

The Audit Committee comprised of three (3) Directors amongst which two (2) were Independent Directors, namely Mr. Shourya Sengupta and Ms. Swati Singhania and one (1) is Jt. Managing Director namely Mr. Umesh Saraf.

There have been no instances during the financial year when recommendations made by the Audit Committee were not accepted by the Board. The details of the Committees along with their composition, number of meetings and attendance at the meetings are provided in the Corporate Governance Report.

D) SECRETARIAL STANDARDS

The Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and approved by the Central Government.

E) POSTAL BALLOT

During the financial year ended 31^st March, 2025, the requisite approval of members of the Company is obtained through postal ballot for: i. Appointment of Mr. Shourya Sengupta (DIN: 09216561) as an Independent Director of the Company for a term of five (5) consecutive years commencing from 29th March, 2024 till 28th March, 2029; ii. Appointment of Mr. Devesh Saraf (DIN:07778585) as a Non-Executive Director of the Company commencing from 29th March, 2024; and iii. Continuation of the directorship of Mr. Sandipan Chakravortty (DIN: 00053550) who shall attain the age of 75 years of age. The Company has also obtained its members' approval for the following items set out in the postal ballot notice dated 2^nd April, 2025: i. Reappointment of Mr. Umesh Saraf (DIN: 00017985) as Jt. Managing Director of the Company and payment of remuneration; ii. Reappointment of Mr. Arun K Saraf (DIN: 00339772) as Jt. Managing Director of the Company and payment of remuneration; and iii. Appointment of Ms. Swati Singhania (DIN: 03610903) as Independent Woman Director of the Company. The cut-off date for members eligible to vote was Friday, 10th May, 2024 and the notice has been sent to the eligible members on Thursday, 16th May, 2024. The remote e-voting period will be open for 30 days commencing from Monday, 20th May, 2024 09:00 A.M. IST to Tuesday, 18th June, 2024 05:00 P.M. The date of declaration of results will be within 48 hours of the conclusion of the remote e-voting.

F) VIgIL MEchANISM/WhIStLE BLOWER POLIcY

Your Company has adopted a Whistle Blower Policy to provide a mechanism for the Directors and employees to report genuine concerns about any unethical behaviour, actual and suspected fraud or violation of your Company's Code of Conduct. The Policy provides for adequate safeguards against victimization of director(s)/employee(s) who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases. The provisions of the policy are in line with the provisions of Section 177 of the Companies Act, 2013 read with Regulation 22 of the SEBI Listing Regulations, 2015. The vigil mechanism/whistle blower policy can be accessed on the Company's weblink: https://www.ahleast. com/policiespdf/Vigil%20Mechanism%20or%20Whistle%20Blower%20Policy.pdf Further, during the year under review, no Complaint was received by the Company under the policy.

G) DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company Has Always Shown concern for every employee working in the organization. It has zero tolerance towards sexual harassment in the workplace and has an Internal Complaints Committee to consider and redress complaints of sexual harassment. The Company has also adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder to provide safe working environment for the benefit of the employees.

H) PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITY PROVIDED

Pursuant to the provisions of Section 134(3)(g) of the Companies Act, 2013, particulars of loans, guarantees, investments and securities given under Section 186 of the Companies Act, 2013 are given in the notes to the financial statements forming part of this Annual report.

I) PARTICULARS OF REMUNERATION

Disclosures pertaining to remuneration and other details, as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended, are provided in Annexure-VII to this report.

J) MAINTAINANCE OF COST RECORDS

The maintenance of cost records as specified by the Central Government under Section 148(1) of the Companies Act, 2013 is not applicable to the Company.

K) GENERAL

Your directors state that no disclosure or reporting is required in respect of the following items, as there were no transactions on these itemsduringthefinancial 31 year ended ^st March, 2025 under review: 2 i) Details relating to deposits covered under Chapter V of the Companies Act, 2013. ii) Issue of equity shares with differential rights as to dividend, voting or otherwise. iii) Issue of shares (including sweat equity shares) to employees of the Company under any scheme. iv) The Jt. Managing Directors of the Company did not receive any remuneration or commission from any of its subsidiaries. v) No significant or material orders were passed by the Regulators or Courts or Tribunals which could impact the going concern status and Company's operations in future. vi) There has been no change in the nature of business of the Company. vii) There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016..

Your Board express their deep sense of appreciation for the contribution made by the employees to the significant improvement in the operations of the Company.

The Directors also thank all associates including customers, the Government of India, Government of West Bengal, Government Agencies, Hyatt Hotels Corporation, U.S.A., Bankers, Suppliers, Shareholders and others for their continuous co-operation and support.