Terms and conditions in respect of non-current borrowings :
(a) Terms of loan from subsidiary:
Interest free loan
The Company had obtained interest free loan from SAMHI JV Business Hotels Pvt. Ltd. (subsidiary company) amounting to ' Nil (March 31, 2025 - ' 543.53) which was repayable at any date after December 31, 2030 as per mutual consent of the Company and the subsidiary company. The loan is obtained in Indian Rupees. The loan was obtained for meeting project expenses and business purpose requirements.
Interest bearing loan
The Company had obtained interest bearing loan from SAMHI JV Business Hotels Pvt. Ltd. (subsidiary company) amounting to ' Nil ( March 31, 2025 - ' 101.06) including accrued interest of ' Nil ( March 31, 2025 -' 2.58) which is repayable after 3 years from the date of first disbursement i.e. January 21,2022. During the previous year, the loan period was extended to 6 years from the date of first disbursement. The loan carryed an interest rate of 11.50% p.a.The loan is obtained in Indian Rupees. The loan was obtained from subsidiary company for meeting project expenses and business purpose requirements.
The above loans have been repaid in entirety during the year ended March 31,2026. Accordingly, the Company has recognized loss on modification of financial liability amounting to ' 504.57 in current year.
* Includes loan received from Duet India Hotels (Pune) Pvt. Ltd. amounting to ' 330.87 (March 31, 2025- ' 447.83) mn carrying interest rate of 11.50% p.a (March 31, 2025 - 1 1.50% p.a.) for general corporate purposes, re-payable within 12 months from date of first disbursement - March 22, 2024. The terms of the loan agreement has been modified as repayable on demand in the current year.
* Included loan received from Barque Hotels Pvt. Ltd. amounting to ' 130.00 during the year ended March 31, 2025 carrying an interest rate of 10.00% p.a for general corporate purposes, re-payable within 12 months from date of first disbursement. The same has been repaid during the current year.
* Includes interest accrued of ' 64.17 (March 31,2025 - ' 29.74).
c. Defined Benefit Plan Gratuity
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service.
These plans typically expose the Company to actuarial risks such as: investment risk, inherent interest rate risk , longevity risk and salary risk.
Investment risk
The present value of the defined benefit plan liability (denominated in Indian Rupee) is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.
Interest rate risk
The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.
Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
Salary risk
Higher than expected increases in salary will increase the defined benefit obligation.
The following tables summarize the components of net benefit expense recognized in the Standalone Statement of Profit and Loss and amounts recognized in the Standalone balance sheet for the gratuity plans:-
(i) The Company has received an assessment order for financial year 2015-16 whereby an addition of ' 18.13 has been made to the total income of the Company. The addition pertains to unreasonable share premium under Section 56(2) (viib) of the Income Tax Act, 1961 and legal and professional expenses incurred on acquisition of investment in Ascent Hotels Pvt. Ltd. The Company has filed an appeal before the Commissioner of Income-tax (Appeals) against the said addition which is pending for disposal. Based on the facts of the matter and internal assessment, the Company is of the view that the outcome will be in its favor and no provision is required to be created in the books.
38 OPERATING SEGMENTS
The Company’s Chief Executive Officer has been identified as the Chief Operating Decision Maker ('CODM’), since he is responsible for all major decisions with respect to the preparation and execution of business plan, preparation of budget, planning, alliance, merger, acquisition and expansion of any new facility. CODM has examined the Company’s performance from product and geographic perspective and has identified a single business segment i.e. "Developing and running of hotels", hence no specific disclosures have been made.
A. Information about products and services
The Company primarily deals in one business namely "Developing and running of hotels", therefore product wise revenue disclosure is not applicable.
B. Information about geographical areas
The Company provides services to customers in India. Further, there are no non-current assets located outside India.
C. Information about major customers (from external customers)
The Company does not derive revenue from one customer which would amount to 10 per cent or more of the entity’s revenue.
Outstanding balances at the year-end are unsecured and are settled in cash. For the year ended March 31,2026 and March 31,2025 the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken at each reporting year.
Unless otherwise stated, all related party transactions have been entered on terms equivalent to those that prevail in arm’s length transactions.
The Company has provided an undertaking / corporate guarantee on behalf of SAMHI Hotels (Ahmedabad) Pvt. Ltd., CASPIA Hotels Pvt. Ltd., Ascent Hotels Pvt. Ltd., SAMHI Hotels (Gurgaon) Pvt. Ltd., Barque Hotels Pvt. Ltd., Argon Hotels Pvt. Ltd., Duet India Hotels (Chennai) Pvt. Ltd., Duet India Hotels (Hyderabad) Pvt. Ltd., Duet India Hotels (Pune) Pvt. Ltd., Duet India Hotels (Jaipur) Pvt. Ltd. and Duet India Hotels (Ahmedabad) Pvt. Ltd. in respect of loans obtained from banks/ financial institutions.
The Company has provided, corporate guarantee to Starwood Hotel and Resorts India Pvt. Ltd. [Operator of SAMHI Hotels (Ahmedabad) Pvt. Ltd.] pursuant to the Operating services agreement entered by SAMHI Hotels (Ahmedabad) Pvt. Ltd. Also undertaking has been provided by Holding Company to IHG (India) Pvt. Ltd. and IHG (Asia) Pacific Pte Ltd [Operator of Barque Hotels Pvt. Ltd.] pursuant to the Operating services agreement entered by Barque Hotels Pvt. Ltd.
The fair value of trade receivables, cash and cash equivalents, other bank balances, current loans, other current financial assets, current borrowings, current trade payables and other current financial liabilities approximate their carrying amounts, due to their short-term nature.
Interest rates on non-current borrowings (borrowings from banks and financial institutions) are equivalent to the market rate. Such borrowings are at floating rates which are reset at short intervals. Accordingly, the carrying value of such borrowings approximates fair value.
Fair value of bank deposits (included in other non-current financial assets), Loan to Key Management Person (included in non-current loans) and interest bearing loan obtained from subsidiaries (included in non-current borrowings) are equivalent to their carrying amount, as the interest rate on them is equivalent to market rate.
The fair value measurement of lease liabilities is not required to be disclosed.
Fair valuation of security deposit (included in other non-current financial assets) and loan to employees (included in non-current loans) has been disclosed to be same as carrying value as there is no significant difference between carrying value and fair value.
B) Measurement of fair values
Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques. There has been no transfer between Level 1, Level 2 and Level 3 for the year ended March 31,2026 and March 31,2025.
C) Valuation technique used to determine fair value
Specific valuation technique used to value financial instruments include the fair value of interest free loan from subsidiary is determined by using discounted cash flow approach basis appropriate discount rate.
E) Financial risk management Risk management framework
The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk.
The Company’s Chief Financial Officer under the directions of the Board of Directors implements financial risk management policies across the Company. The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, to monitor risks and adherence to limits in order to minimize the financial impact of such risks. The risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities.
i. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The carrying amount of financial assets represent the maximum credit risk exposure. The Company has credit policies in place and the exposures to these credit risks are monitored on an ongoing basis.
The Company’s policy is to place cash and cash equivalents and other bank balances with banks and financial institution counterparties with good credit rating.
The Company has given security deposits to various statutory authorities and to vendors for securing services from them and rental deposits for employee accommodations. The Company has other receivable balances outstanding as at year end for indemnity receivables from shareholders, cost reimbursement and loan balance from its KMP / employees.The Company does not expect any default from these parties and accordingly the risk of default is negligible or nil.
In respect of credit exposures from trade receivables, the Company has policies in place to ensure that sales on credit without collateral are made principally to travel agents and corporate companies with an appropriate credit history. The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before entering into contract. Sales to other customers are made in cash or by credit cards.
There are no significant concentrations of credit risk within the Company.
The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade receivables. The management uses a simplified approach for the purpose of computation of expected credit loss for trade receivables. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or legal entity, industry and existence of previous financial difficulties, if any.
The Company considers a financial asset to be in default when:
• the debtor is unlikely to pay its credit obligations to the Company in full; or
• the financial asset is more than two years past due.
The provision matrix used for determining loss allowance on trade receivables as at March 31,2026 is 0-180 days: 2.40%, 180-365 days: 22.24%, 366-547 days: 42.69%, 548-729 days: 84.73%, >= 730 days: 100% (March 31,2025 : 0-180 days: 3.26%, 180-365 days: 25.31 %, 366-547 days: 39.76%, 548-729 days: 80.83%, >= 730 days: 100%).
The impairment provisions for financial assets disclosed above are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
ii. Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company’s reputation.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Company’s debt refinancing plans, undrawn committed borrowing facilities and covenant compliance.
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has established an appropriate liquidity risk management framework for the management of the Company’s short-term, medium term and long-term funding and liquidity management requirements.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s borrowings with floating interest rates.
The Company evaluates the interest rates in the market on a regular basis to explore the option of refinancing of the borrowings of the Company. Moreover, the Company’s current borrowings are linked to floating interest rates, thereby resulting in the adjustments of its borrowing costs in line with the market interest.
iii. Market risk
Market risk is the risk that the changes in market prices such as foreign exchange rates and interest rates, that will affect the Company’s expense or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
Currency risk
Currency risk for the Company is the risk that the future cash outflows on account of payables for management fees and other expenditure will fluctuate because of changes in foreign exchange rates. The Company is exposed to the effects of fluctuation in the prevailing foreign currency exchange rates on its financial position and cash flows. Exposure arises primarily due to exchange rate fluctuations between the functional currency and other currencies. The Management evaluates foreign exchange rate exposure arising from foreign currency transactions on periodic basis and follows appropriate risk management policies.
Fair value sensitivity analysis for fixed-rate instruments
The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss. Refer note 40A for fair value disclosures.
Cash flow sensitivity analysis for variable-rate instruments
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, remain constant.
42 Effective November 21,2025, the Government of India has consolidated multiple existing labour legislations into a unified framework comprising four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020, collectively referred to as the 'New Labour Codes’. The enactment of these codes has resulted in changes to the computation of certain employee benefits. The Company has assessed the impact of these changes in accordance with Ind AS 19 "Employee Benefits" and the guidance issued by the Institute of Chartered Accountants of India (ICAI). The resulting additional employee benefits expense of ' 27.79, being material and non-recurring, has been presented under 'Exceptional Items’ in the financial statements for the year ended March 31,2026.
The management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED). Accordingly, the disclosure in respect of the amounts payable to such enterprises has been made in the standalone financial statements based on information received and available with the Company.
45 SHARE-BASED PAYMENTS (EQUITY SETTLED)
Employee Stock Option Plan 2023
On March 09, 2023, the Board of Directors of the Company approved 'Employee Stock Option Plan 2023’ ("the Plan") that entitles senior employees to purchase shares in the Company. These options provide the holders of such vested options, the opportunity to acquire equity shares in the Company in the future at the exercise price mentioned in the option certificate. All options are to be settled by equivalent number of equity shares of ' 1 each as per the terms of the scheme. The key terms and conditions related to the grants under this plan are as follows:
The weighted-average share price at the date of exercise for share options exercised in year ended March 31,2026 was ' 136.27 (March 31,2025: ' 139.86).
During the year, 928,582 (March 31,2025 : 1,199,659) options have been exercised and accordingly 928,582 (March 31, 2025 : 1,199,659) equity shares of ' 1 each have been issued. Correspondingly proportionate amount outstanding in share option outstanding account of ' 135.26 ( March 31, 2025: ' 174.67) has been transferred from to securities premium account. Further, for the options exercised, the Company has recorded tax deduction at source receivable of ' Nil (March 31,2025 : ' 2.37) from its employees which has been recovered subsequent to year end.
Measurement of fair values
The fair value at grant date is determined using the Black Scholes Option Pricing Model which takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
The fair value of the options and the inputs used in the measurement of the grant-date fair values of the equity-settled share based payment plans are as follows:
The risk-free interest rates are determined based on the current yield to maturity of Government Bonds for the period of expected term for each tranche vesting. Expected volatility has been based on an evaluation of the historical volatility of listed closest peer companies for the historical period commensurate with the expected term. The expected life for each tranche vesting has been considered based on the average vesting term and contractual life (3 years from the date of vesting). The expected life may not necessarily be indicative of the exercise patterns that may occur. Dividend yield considered as Nil as the Management do not plan to issue dividends in foreseeable future.
In accordance with the above mentioned Scheme, March 31,2026: ' 94.96; March 31,2025: ' 177.40 has been charged to the Standalone Statement of Profit and Loss.
46 LEASE DISCLOSURES
The Company leases office spaces, hotel buildings and employee accommodation. These leases are long term in nature and also contain option to renew the lease on or before the expiry of lease period.
The Company has discounted lease payments using the incremental borrowing rate of 8.50% for measuring the lease liability in respect of the new lease entered in the current year.
49 OTHER STATUTORY INFORMATION
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vii) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(viii) The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other person that are repayable on demand or without specifying any terms or period of repayment except for loans granted as disclosed below :
The above loans have been disclosed as deemed investment in subsidiaries and current loans in these standalone financial statements.
(ix) The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken.
(x) The Company has not been declared a willful defaulter by any bank or other lender (as defined under the Companies Act, 2013), in accordance with the guidelines on willful defaulters.
a) The Company vide its share-holder meeting dated May 20, 2025 approved primary investment and subscription of equity shares by Reco Bellflower Pvt. Ltd., an affiliate of GIC Pte. Limited ('Investor') to hold 35% of the equity share capital (on a fully-diluted basis) of Ascent Hotels Pvt. Ltd., SAMHI JV Business Hotels Pvt. Ltd. and Innmar Tourism and Hotels Pvt. Ltd. ('Target Companies'). The combined enterprise value of the Target Companies has been ascribed at ' 22,000. Consequently during the year, the investor has infused money by way of primary investment through private placement in Ascent Hotels Pvt. Ltd. and SAMHI JV Business Hotels Pvt. Ltd. and by way of secondary investment through purchase of shares of SAMHI JV Business Hotels Pvt. Ltd. from the Company. Accordingly, the Company has recorded gain of ' 979.07 in respect of the aforesaid secondary sale of investment as exceptional item in the year ended March 31, 2026. Further, the Investor has currently not made any investment in Innmar Tourism and Hotels Pvt. Ltd. since certain conditions mentioned in the Share Subscription Agreement are pending to be completed.
b) During the year ended March 31,2025, the Company has sold its investment in equity shares and debentures of Duet India Hotels (Chennai OMR) Pvt. Ltd. on February 19, 2025. The difference between sale price of ' 28.39 (excluding consideration against assignment of loan provided by the Company amounting to ' 506.68) and carrying value of such investment of ' 498.48 has been recorded as exceptional item in the standalone financial statements. Further, certain expenses amounting to ' 8.60 in relation to such sale of investment has also been recorded as exceptional item.
53 IMPAIRMENT OF ASSETS
a) Impairment testing for cash-generating units
In accordance with Ind AS 36 "Impairment of Assets", the Company had identified individual hotels (consisting of property, plant and equipment, intangible assets and right of use assets) as a separate cash generating unit for the purpose of impairment review. Management periodically assesses whether there is an indication that an asset may be impaired using a comparison between carrying value of assets in books and the recoverable value. Recoverable value is considered as higher of fair value less costs of disposal and value in use.
Recoverable amount is value in use of the hotel and is based on discounted cash flow method which was classified as a level 3 fair value in the fair value hierarchy due to the inclusion of one or more unobservable inputs. There has been no change in the valuation technique as compared to previous years.
* During the year ended March 31,2025, the Company has remeasured the carrying value of the assets for Fairfield by Marriott - Bangalore, City Center and reversed the impairment loss of ' 54.42 (net of depreciation) recorded in books in earlier years. The reason for reversal of impairment is due to improved actual performance of this CGU as compared to budgets. The same has been recorded as gain on reversal of impairment under the head exceptional item in the previous year.
# During the year ended March 31,2026, the Company has sold Caspia- Delhi, Shalimar Bagh.
b) Impairment testing for investments in subsidiaries
The Company has long term investments in subsidiaries which are measured at cost less impairment. The management assesses the performance of these entities including the future projections and relevant economic and market conditions in which they operate to identify if there is any indicator of impairment (including impairment reversal) in the carrying value of the investments. ln case indicators of impairment exist, the impairment loss is measured by estimating the recoverable amounts based on the 'value-in-use' estimates determined using discounted cash flow projections (level 3). The future cash flow projections are specific to the entity based on its business plan and may not be the same as those of market participants. The future cash flows consider key assumptions such as occupancy, average room revenue, operating margin etc. with due consideration for the potential risks given the current economic environment in which the entity operates. The discount rates used are based on weighted average cost of capital and reflects market's assessment of the risks specific to the asset as well as time value of money.
54 During the year ended March 31,2024, the Company acquired an entity holding leasehold land in Navi Mumbai allotted by the Maharashtra Industrial Development Corporation ('MIDC'). Pursuant to a lease termination notice received from MIDC, the Company recorded an exceptional impairment loss of ' 740.27 (net) during the year ended March 31, 2024. Subsequently based on MIDC's letter confirming extension of the development period, the Company recorded the reversal of impairment loss of ' 740.27 (net of reversal of indemnity amount of ' 100.00) as exceptional item during the current year.
55 The Board of Directors of the Company at their meeting held on October04, 2024 approved a Share Purchase Agreement ("SPA") to acquire 100% share capital of Innmar Tourism and Hotels Pvt. Ltd. ("Innmar") constituting 8,437,500 equity shares of ' 10 each on October 04, 2024 at a purchase consideration of ' 2,140.18.
56 Subsequent to the year end, the Board of Directors of the Company has approved the acquisition of 70% interest, along with an equivalent share in the profits, in the partnership firm RARE India, for an aggregate consideration of ' 473.90 to be executed in one or more tranches. Pursuant to this, a partnership deed dated April 22, 2026 has been executed between the Company and the existing partners of RARE India to give effect to aforesaid transaction. The Company had paid an advance of ' 10.00 against this transaction till March 31,2026.
57 Subsequent to the year end, 24,487,096 Compulsorily Convertible Preference Shares (CCPS) in Duet India Hotels Hyderabad Pvt. Ltd. were acquired from Duet India Hotels (Pune) Pvt. Ltd. at their carrying amount of ' 440.18.
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