Asian Hotels (West) Ltd — Proxy Solicitation & Information Statement 2024

Apr 18, 2024

REGISTERED OFFICE: 6[TH ] FLOOR, ARIA TOWERS, J.W.MARRIOTT, NEW DELHI AEROCITY, ASSET AREA 4, HOSPITALITY DISTRICT, NEAR IGI AIRPORT NEW DELHI 110037 TEL.:011 46101210 FAX: 011 41597321 CIN NO. L55101DL2007PLC157518 WEBSITE: www.asianhotelswest.com

ASIAN HOTELS(WEST) LIMITED

Date: April 18, 2024

	The Manager, Listing Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scripcode 533221	National Stock Exchange of India Limited Exchange, Plaza, 5th Floor, Plot No. C/1, G Block, Bandra KurlaComplex, Bandra (East), Mumbai 400 051 Scrip Code AHLWEST

Sub: Outcome of Board Meeting Dated April 18, 2024, as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir / Madam,

Pursuant to Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 (Listing Regulations), as amended from time to time, we would like to inform the Exchanges that the Board of Directors of the Company at its meeting held today i.e. April 18, 2024, at 2:00 PM approved / decided on the following matters:

1. Re-constitution of the Audit Committee of the Company by replacing Ms. Tamali Sengupta (who resigned as independent director of the Company w.e.f March 6, 2024) with Mr. Ravinder Singhania, Non Executive Independent Director. Audit Committee now comprises of Mr. Shekhar Gupta, Non-executive Independent Director and Chairman of Audit Committee, Mr. Amit Saraf, Executive Director and Member of Audit Committee and Mr. Ravinder Singhania, Non-executive Independent Director and Member of Audit Committee.

2. Extra ordinary General Meeting of the Company is scheduled to be held on Monday, May 13, 2024, 4:00 PM, through VC/OAVM. Draft notice of the said EGM was approve and same will be dispatched to the shareholders, whose email ids are available with Company/RTA as on 12[th] April, 2024. Notice of the EGM is enclosed.

The Board meeting commenced at 2:10 PM (IST) and concluded at 4:05 PM (IST). This is for your information and dissemination.

Thanking you, Yours faithfully, For Asian Hotels (West) Limited

Digitally signed by Nidhi Nidhi Khandelwal Khandelwal Date: 2024.04.18 16:19:22 +05'30' ______

Name: Nidhi Khandelwal Designation: Company Secretary & Compliance Officer Membership No.: A20562

ASIAN HOTELS (WEST) LIMITED

CIN: L55101DL2007PLC157518 Reg off: 6[th] Floor, Aria Towers, JW Marriott, New Delhi, Aerocity, Asset Area 4 Hospitality District, Near IGI Airport, New Delhi - 110 037 Tel: 011- 41597329 , Fax: 011-41597321, email: ahwl.compliance@gmail.com, Website: www.asianhotelswest.com

NOTICE is hereby given that an Extra-Ordinary General Meeting (EGM) of the members of Asian Hotels (West) Limited (“the Company”) will be held through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) on Monday, 13[th] May, 2024 at 04:00 P.M. to transact the following special businesses. The venue of the meeting shall be deemed to be at Board Room 1, J.W. Marriott, New Delhi Aerocity, Asset Area 4, Hospitality District, Near IGI Airport, New Delhi-110037.

SPECIAL BUSINESSES:

Item No. 1:

– Appointment of Mr. Shekhar Gulzarilal Gupta, (DIN: 00750128) as a Non Executive Independent Director of the Company.

To consider and, to give assent or dissent to the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, and other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) and the rules made there under, read with Schedule IV of the Act and Regulation 16(1)(b), and 17(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) [including any statutory modification(s) or re-enactment for the time being in force] and the Articles of Association of the Company, Mr. Shekhar Gulzarilal Gupta, (DIN: 00750128), who was appointed by the Board of Directors of the Company, as an Additional Director (Non-Executive, Independent) of the Company with effect from February 14, 2024 and who meets the criteria for independence as provided in section 149(6) of the Act along with the rules made there under and regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as an Independent Director of the Company for a term of 3(three) consecutive years commencing from February 14, 2024 up to February 13, 2027, not liable to retire by rotation.”

Item No. 2: – Appointment of Mr. Ravinder Singhania, (DIN: 00006921) as a Non Executive Independent Director of the Company.

To consider and to give assent or dissent to the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) and the rules made there under, read with Schedule IV of the Act and Regulation 16(1)(b), and 17(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) [including any statutory modification(s) or re-enactment for the time being in force] and the Articles of Association of the Company, Mr. Ravinder Singhania, (DIN: 00006921), who was appointed by the Board of Directors of the Company, as an Additional Director (Non-Executive, Independent) of the Company with effect from February 14, 2024 and who meets the criteria for independence as provided in section 149(6) of the Act along with the rules made there under and regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as an Independent Director of the Company for a term of 3(three)consecutive years commencing from February 14, 2024 up to February 13, 2027, not liable to retire by rotation.”

Item No. 3:

Appointment of M/s J.C. Bhalla & Co., Chartered Accountants as the statutory auditors of the company to fill the casual vacancy caused by resignation of M/s S.R. Batliboi & Co.LLP

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To consider and, to pass with or without modification(s), the following resolution as an Ordinary Resolution :

“ RESOLVED THAT pursuant to the provisions of Section 139 &142 and other applicable provisions, if any, of the Companies Act, 2013 read with rules framed there under SEBI (Listing Obligations and Disclosures Requirements) Regulations,2015 as amended from time to time including any statutory modification(s) or amendment(s) thereto or re-enactment(s)thereof for the time being in force, the appointment of M/s J.C. Bhalla & Co., Chartered Accountants, Firm Registration No. 001111N with the Institute of Chartered Accountants of India (ICAI), having a Peer review Certificate issued by the Peer Review Board of ICAI, as Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s. S R Batliboi & Co. LLP, Chartered Accountants, to hold office till the conclusion of next Annual General Meeting to be held in the calendar year 2024,as made by the board in its meeting held on 14[th] February, 2024 at a consolidated remuneration of Rs 105 Lakhs for the audit four financial years i.e. 2020-21, 2021-22, 2022-23 and 202324, be and is hereby confirmed and ratified.

RESOLVED FURTHER THAT the Board of Directors of the Company, including any Committee thereof, be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this Resolution.”

Item No. 4:

Appointment of Mr. Amit Saraf(DIN: 00339863), as a Director of the Company

To consider and, to give assent or dissent to the following resolution as a Special Resolution :

“RESOLVED THAT Mr. Amit Saraf (DIN: 00339863), be and is hereby appointed as a Director of the Company, liable to retire by rotation.”

Item No. 5: Appointment of Mr. Saumen Chatterjee (DIN: 10511293) as an Independent Director of the Company

To consider and, to give assent or dissent to the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, -and other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) and the rules made there under, read with Schedule IV of the Act and Regulation 16(1)(b), 17(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) [including any statutory modification(s) or re-enactment for the time being in force] and the Articles of Association of the Company, Mr. Saumen Chatterjee, (DIN: 10511293), who was appointed by the Board of Directors of the Company, as an Additional Director (Non-Executive, Independent) of the Company with effect from March 6, 2024 and who meets the criteria for independence as provided in section 149(6) of the Act along with the rules made there under and regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as an Independent Director of the Company for a term of 3(three)consecutive years commencing from March 6, 2024 up to March 5, 2027, not liable to retire by rotation.”

Item No. 6:

Appointment of Mr. Amit Saraf (DIN: 00339863) as an Executive Director of the Company

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution :

“ RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“ Act ”) and the rules made there under including

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any amendment(s), statutory modification(s) or re-enactment(s) thereof for the time being in force Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations,2015 and the Articles of Association of the company and subject to such other approvals as may be necessary, the consent of the Company be and is hereby accorded for the appointment of Mr. Amit Saraf (DIN: 00339863), as an Executive Director of the Company, for a period of 3 years commencing from March 6, 2024, at a remuneration of Rs. 2,00,000 per month inclusive of perquisites.

RESOLVED FURTHER THAT where in any financial year during the tenure of the said Executive Director, the Company has no profits or its profit are inadequate, the remuneration as stated above shall be paid as minimum remuneration.

Item No. 7:

Appointment of Mr. Rakesh Kumar Aggarwal(DIN:00050436) as a Director of the Company

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution :

“RESOLVED THAT Mr. Rakesh Kumar Aggarwal (DIN:00050436), be and is hereby appointed as a Director of the Company, liable to retire by rotation.”

Item No. 8: Appointment of Mr. Rakesh Kumar Aggarwal as an Executive Director of the Company

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution :

“ RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203,Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“ Act ”) and the rules made there under including any amendment(s), statutory modification(s) or re-enactment(s) thereof for the time being in force, Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015 and the Articles of Association of the company, and subject to such other approvals as may be necessary, the consent of the Company be and is hereby accorded for the appointment of Mr. Rakesh Kumar Aggarwal (DIN: 00050436), who was appointed as an Executive Director by the Board of Directors of the Company and who has attained the age of over 70 years as on the date of appointment, for a period of 3 years commencing from March 6, 2024, at a remuneration of Rs. 2,00,000 per month inclusive of perquisites.

RESOLVED FURTHER THAT where in any financial year during the tenure of the said Executive Director, the Company has no profits or its profit are inadequate, the remuneration as stated above shall be paid as minimum remuneration.”

By order of Board of Directors For Asian Hotels (West) Limited

Date: 18[th] April, 2024 Sandeep Gupta Place: New Delhi Chairman & Director DIN: 00057942

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NOTES:

1. The explanatory statement pursuant to Section 102 of the Companies Act, 2013 with regard to the special business as set out under item no. 1 to item no.8 and the relevant details pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/re-appointment at this Extra-Ordinary General Meeting (“EGM”) is annexed.

2. The Ministry of Corporate Affairs, Government of India(“MCA”) issued General Circular Nos. 14/2020 dated 8 th April, 2020, 17/2020 dated 13[th] April 2020, 20/2020 dated 5th May 2020, 10/2021 dated 23rd June, 2021, 20/2021 dated 8[th] December2021, 21/2021 dated 14 th December, 2021, 03/2022 dated 5th May, 2022, 10/2022 dated 28 th December, 2022, and 09/2023 dated 25[th] September, 2023, respectively, (“MCA Circulars”) allowing, inter-alia, conduct of AAGM/EOGMs through Video Conferencing/ Other Audio-Visual Means (“VC/OAVM”) facility on or before 30th September, 2023. In accordance with the requirements provided in paragraphs 3 and 4 of the MCA General Circular No. 20/2020 and in compliance with these Circulars, provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the EOGM of the Company is being conducted through VC/OAVM facility, which does not require physical presence of members at a common venue. The deemed venue for the said EOGM shall be at Board Room 1, J.W. Marriott, New Delhi Aerocity, Asset Area 4, Hospitality District, Near IGI Airport, New Delhi-110037.

3. Electronic copy of the Notice of this General Meeting is being sent to all the members whose email IDs are registered with the Company/Depository Participant.

4. Corporate members are requested to send at ahwl.compliance@gmail.com before e-voting/ attending Extra Ordinary general meeting, a duly certified copy of the Board Resolution authorizing their representative to attend and vote at the Extra Ordinary General Meeting, pursuant to Section113 of the Companies Act, 2013.

5. All other documents referred to in the notice will be available for inspection in electronic mode. Members can inspect the same by sending an email to ahwl.compliance@gmail.com.

6. The Notice is being sent to all members, whose names appear on the Register of Members / List of Beneficial Owners as on 12[th] April, 2024.

7. The Notice calling the EGM has been uploaded on the website of the Company at http://asianhotelswest.com/. Notice can also be accessed on the websites of the Stock Exchanges.

8. Members who have not yet registered / updated their e-mail ids may notify the same to the Company either at the registered office or at email address ahwl.compliance@gmail.com quoting full details of Folio No. / DP ID, Client ID and name of first / sole holder.

9. The Company has appointed Mr. R. S. Bhatia, Company Secretary in Practice, (Membership Number: FCS -2599, CP No. 2514) and failing him, Mr. Hitesh Bhardwaj, Company Secretary in Practice, (Membership Number: FCS 55268, CP No.21001) to act as the Scrutinizer, to scrutinize the entire e-voting process in a fair and transparent manner.

10. The results declared along with the Scrutinizer’s Report shall be placed on the Company’s website http://asianhotelswest.com/. The same will be communicated to the stock exchanges where the Company shares are listed.

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1. The facility of casting the votes by the members using an electronic voting system will be provided by NSDL (National Securities Depository Limited).

2. Instructions for attending the meeting through VC/OAVM and remote e-voting:

INSTRUCTIONS AND OTHER INFORMATION RELATING TO E-VOTING

I. Remote e-voting:

In compliance with the provisions of Section108 of the Companies Act, 2013, read with rule20 of the Companies (Management and Administration) Rules, 2014, as amended and as per Regulation 44 of the SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the Company is providing e-voting facility through KFin Technologies Limited (‘KFintech’) on all resolutions set forth in this EGM Notice, to Members holding shares as on 12th April, 2024 being the cut -off date fixed for determine eligible members to participate in the remote e-voting process. The instructions for e-Voting are given here in below.

As per the SEBI circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on “e-Voting facility provided by Listed Companies”, and as part of increasing the efficiency of the voting process, e- voting process has been enabled to all individual shareholders holding securities in demat mode to vote through their demat account maintained with depositories /websites of depositories/ depository participants.

Individual demat account holders would be able to cast their vote without registering again with the e- Voting service providers (ESPs) thereby not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-Voting process. Shareholders are advised to update their mobile number and e-mail ID with their DPs to access e-Voting facility.

Any person holding shares in physical form and non-individual shareholders, may obtain the login ID and password by sending a request at evoting@Kfintech.com. However, if he / she /it is already registered with KFintech for remote eVoting then he/she/it can use his/her/its existing User ID and password for casting the vote.

The details of the process and manner for remote e-Voting are explained herein below:

Step1: Login method for Individual shareholders holding securities in demat mode is given below:

NSDL CDSL

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1. User already registered for IDeASfacility:

• I. Visit

URL:https://eservices.nsdl.com II. Click on the “Beneficial Owner” icon under“Login” under ‘IDeAS’section. III. Onthenewpage,enterUserIDandPasswo rd.

Postsuccessfulauthentication,clickon “Accessto e-Voting”

• IV. Click on company name or e-Voting serviceprovider (i.e. KFintech) and you will be re-directedtoeVotingserviceproviderwebsiteforcastingt hevoteduringtheremotee-Votingperiod.

2. User not registered for IDeASe-Services: I. Toregisterclickonlink:https://eservices.ns dl.com.

• II. Select“RegisterOnlineforIDeAS”orclicka thttps://eservices.nsdl.com/SecureWeb/ IdeasDirectReg.jsp.

1. Existing user who have opted for Easi/ Easiest:

• I. Visit URL:

II. https://web.cdslindia.com/myeasitoken/home /login or

URL:www.cdslindia.com

• III. Click on New System My easi

IV. Login with your registered user id and password.

• V. The user will see the e-Voting Menu. TheMenu will have links of ESP i.e. KFintech e-Voting portal.

VI. Click on e-Voting service provider name tocastyour vote.

2. User not registered for Easi/Easiest: I. Option to register is available at https://web.cdslindia.com/myeasitoken/Regis tration/EasiestRegistration

• II. Proceed with completing the required fields.

• III. Post registration is completed, follow the steps given in point 1.

• III. Proceedwithcompletingtherequiredfield s.

• IV. Followstepsgiveninpoints1.

3. Alternatively by directly accessing the e- Voting Website of NSDL:

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	I. Open URL:https://www.evoting.nsdl.com/ II. Click on the icon “Login” which is available under ‘Shareholder/Member ’section. III. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL),Password / OTP and a Verification Code as shown on the screen. IV. Post successful authentication, you will be redirected to NSDL Depository site where in you can see e-Voting page. V. Click on company name or e-Voting service provider name and you will be redirected to KFintech e-Voting website for casting your Vote during the remote e-Voting period.	3. Alternatively, by directly accessing thee- Voting website of CDSL: I. VisitURL:www.cdslindia.com II. Provide your demat Account Number and PAN No. III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account. IV. After successful authentication, user will beprovided links for the respective ESP, i.e.KFintechwhere the e-Voting is in progress. V. Click on company name and you will be redirected to KFintech e-voting website for casting your vote during the remote e-Voting period.

Individual Shareholders (holding securities in demat mode) login through their depository participants.

• I. You can also login using the login credentials of your demat account through your demat accounts /websites of Depository Participants registered with NSDL/CDSL for e-Voting facility.

• II. Once logged-in, you will be able to see e-Voting option. Once you click on e- Voting option, you will be redirected to NSDL / CDSL Depository site after successful authentication, wherein you can see e-Voting feature.

• III. Click on options available against company name or e-Voting service provider – KFintech and you will be redirected to e-Voting website of KFintech for casting your vote during the remote e-Voting period without any further authentication.

Important note:

Members who are unable to retrieve User ID/Password are advised to use Forget User ID and Forget Password option available at abovementioned websites of Depositories/ Depository Participants.

Helpdesk for individual share holders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL:

Members facing any technical issue-NSDL Members facing any technical issue-CDSL

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Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll freeno.:18001020990and1800224430	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at 022-23058738or2223058542- 43.

Step2: Login method for e-Voting for shareholders other than Individual shareholders holding securities in demat mode and share holders holding securities in physical mode

• A. Members whose email IDs are registered with the Company/Depository Participants(s), will receive an email from KFintech which will include details of E- Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:

• i. Launch internet browser by typing the URL:https://evoting.kfintech.com.

• ii. Enter the login credentials (i.e.User ID and password). In case of physical folio, User ID will be EVEN(E-Voting Event Number) xxxx followed by folio number. In case of Demat account, User ID will be your DPID and Client ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting the vote.

• iii. After entering these details appropriately, click on “LOGIN”.

• iv. You will now reach password change Menu wherein you are required to mandatorily change our password. The new password shall comprise of minimum 8 characters with at least one uppercase(A-Z),one lowercase(a-z), one numeric value (0-9) and a special character (@,#,$,etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your pass word in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.

• v. You need to login again with the new credentials.

• vi. On successful login, the system will prompt you to select the EVEN for Company Name and click on “Submit”.

• vii. On the voting page, enter the number of shares (which represents the number of votes)as on the Cut-off Date under “FOR/AGAINST” or alternatively ,you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/AGAINST” taken to get her shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the Member

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does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.

• viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/demat accounts.

• ix. Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.

• x. You may then cast your vote by selecting an appropriate option and click on “Submit”.

• xi. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on there solution(s), you will not be allowed to modify your vote. During the voting period, Members can login any number of time still they have voted on the Re solution(s).

• xii. Corporate/Institutional Members (i.e. other than Individuals, HUF NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/Authority Letter etc., together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email bhatia_r_s@hotmail.com, with a copy marked to evoting@kfintech.com . The scanned image of the above-mentioned documents should be in the naming format “Corporate Name Even No.” The documents should reach the Scrutinizer on or before 5:00pm on Monday, May 13, 2024.

• B. Members whose email IDs are not registered with the Company/Depository Participants(s)] , will have to follow the following process:

• i. Members who have not registered their email address and in consequence the Postal / AGM/ EGM Notice cannot be serviced, for receiving the soft copy of the notice and e-votinginstructionsalongwiththeUserIDandPassword.Incaseofanyqueries, member may write to einward.ris@kfintech.com . along with scanned signed copy of the request letter providing the email address, mobile number, self-attested PAN copy and Client Master copy in case of electronic folio and copy of share certificate in case of physical folio for sending the Postal Ballot /AGM/EGM Notice and the e-voting instructions.

• ii. After receiving the e-voting instructions, please follow all steps above to cast your vote by electronic means.

• II.

OTHER INSTRUCTIONS:

• a. In case of any query and/or grievance, in respect of voting by electronic means, Members may refer to the Help & Frequently Asked Questions (FAQs) and E-voting user manual available at the download section ofhttps://evoting.kfintech.com (KFintech Website) or contact Mr. Suresh Babu, (Unit: Biocon Limited) of KFinTechnologiesLimited,SeleniumTowerB,Plot31-32, Gachibowli, Financial District,

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Nanakramguda, Hyderabad - 500 032 or at einward.ris@kfintech.com or evoting@kfintech.com or phone no. 040 – 67162222or call toll freeNo.1800-3094001 for any further clarifications.

• b. You can also update your mobile number and e-mail id in the user profile details of the folio which may be used for sending future communication(s).

• c. The remote e-voting period commences on Friday, May 10, 2024 (9:00AMIST) and ends Sunday, May 12, 2024 (5:00 PM IST). During this period, members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e. Monday, 6[th] May, 2024, may cast their votes electronically. Any person who is not a member as on the cut-off date should treat this Notice for information purposes only. The remote e-voting module shall be disabled for voting thereafter. Once the vote on a resolution(s) is cast by the members, the members shall not be allowed to change it subsequently.

• d. The voting rights of members shall be in proportion to their shareholding in the paid-up equity share capital of the Company as on the cut-off date i.e. Monday, May 6, 2024.

• e. Any Member who has forgotten the UserID and Password, may obtain/generate/retrieve the same from KFintech in the manner as mentioned below:

• i. If the mobile number of the member is registered against FolioNo./DPID ClientID, the member may send SMS: MYEPWD E-Voting Event Number +FolioNo .or DPID Client ID to 9212993399

Example for NSDL: MYEPWDIN12345612345678

Example for CDSL: MYEPWD1402345612345678

Example for Physical: MYEPWDXXXX1234567890

• ii. If e-mail address or mobile number of the member is registered against Folio No./ DPID ClientID, the non the homepage of https://evoting.kfintech.com, the member may click “Forgot Password” and enter Folio No. or DPID Client ID and PAN to generate a password.

• iii. Member may call KFintech toll free number1800-309-4001 for any assistance.

• iv. Member may send an e-mail request to evoting@kfintech.com.

The Board has appointed Mr. R.S. Bhatia,( Membership number FCS:2599) and in his absence Mr. Mr. Hitesh Bhardwaj,(Membership number :FCS 55268) ,Practicing Company Secretaries,(“the Scrutinizers”)for conducting the EGM and e-voting process in a fair and transparent manner.

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The Scrutinizer’s shall submit a Report after the completion of scrutiny of votes cast through e-voting. The Chairperson or a person authorized by him in writing shall declare the result of voting forthwith.

In the event there resolution is passed by requisite majority, the date of passing the resolution shall be deemed to be on Monday, May 13, 2024, viz. last date specified by the Company e-voting.

The results of the e-voting along with the scrutinizer’s report shall be communicated on or before Wednesday, May 15, 2024 to the BSE Limited and National Stock Exchange of India Limited, where the shares of the company are listed and shall be placed on the Company’s website www.asianhotelswest.com and on the website of Kfintech (https://evoting.kfintech.com) immediately After the Result is declared by Chairperson or any other person authorized by the Chairperson.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

ITEM NO 1

The Board of Directors of the Company (“ Board ”) at its meeting held on February 14, 2024 appointed Mr. Shekhar Gulzarilal Gupta (DIN: 00750128) as Additional Director in the category of Non-Executive Independent Director of the Company for a first term of 3years effective from February 14, 2024, subject to approval of the shareholders of the Company. Since the Board was re-constituted only on February 14, 2024 (after withdrawal of the Corporate Insolvency Resolution Process), and the Nomination and Remuneration Committee was yet to be re-constituted subsequent to the re-constitution of the Board, the appointment of the above Director was approved by the Board itself.

After the re-constitution of the Board of the Company on February 14, 2024, the Nomination and Remuneration Committee was reconstituted on March 06, 2024.

In terms of the amended Regulation 17(1C) of the SEBI Listing Regulations, effective from January 01, 2022, a listed entity shall ensure that the approval of shareholders for appointment of a person on the Board of Directors has to be taken either at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Accordingly, approval of the shareholders is sought for the appointment of the above director.

The Company has received the following from Mr. Shekhar Gulzarilal Gupta (DIN: 00750128):

• (i) Consents in writing to act as Directos in Form DIR-2 pursuant to Rule8 of Companies (Appointment & Qualification of Directors) Rules, 2014;

• (ii) Intimation in FormDIR-8 in terms of Companies (Appointment &Qualification of Directors) Rules, 2014, to the effect that he is not disqualified under Section 164(2) of the Act;

• (iii) Declaration to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and under SEBI Listing Regulations. He does not hold any equity shares of the Company; and

• (iv) Affirmation as per Stock Exchange Circular No. LIST/COMP/14/2018-19 dated June 20, 2018, stating that he is not debarred from holding the office of director pursuant to any SEBI order.

In the opinion of the Board Mr. Shekhar Gulzarilal Gupta (DIN: 00750128)fulfils the conditions specified in the Companies Act, 2013 and the rules made there under and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 for appointment as Independent Director and he is independent of the management of the Company. The Board has formed an opinion that said directors have requisite skills and knowledge and his appointment would be in the best interest of the Company.

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In compliance with the provisions of Section 149 read with Schedule IV of the Companies Act, 2013 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the appointment of Mr. Shekhar Gulzarilal Gupta (DIN: 00750128)as an Independent Directors is being placed before the members for their approval.

Brief profile of Mr. Shekhar Gulzarilal Gupta proposed to be appointed under item no. 1 and his details pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standard 2 on General Meetings is provided in Annexure [I].

All the material relevant documents in connection with this item no. 1 including terms and conditions of appointment of Independent Directors will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

Other than the directors proposed to be appointed under respective item no. 1, no other Directors, Key Managerial Personnel or their respective relatives are concerned or interested in the resolutions mentioned in that item in the notice.

The Board recommends the resolutions set forth under item no. 1 for approval by the members by way of special resolution.

ITEM NO. 2

The Board of Directors of the Company (“ Board ”) at its meeting held on February 14, 2024appointed Mr. Ravinder Singhania (DIN: 00006921), as Additional Director in the category of Non-Executive Independent Director of the Company for a first term of 3years effective from February 14, 2024, subject to approval of the shareholders of the Company. Since the Board was re-constituted only on February 14, 2024 (after withdrawal of the Corporate Insolvency Resolution Process), and the Nomination and Remuneration Committee was yet to be re-constituted subsequent to the re-constitution of the Board, the appointment of the above Director was approved by the Board itself.

After the re-constitution of the Board of the Company on February 14, 2024, the Nomination and Remuneration Committee was reconstituted on March 06, 2024.

In terms of the amended Regulation 17(1C) of the SEBI Listing Regulations, effective from January 01, 2022, a listed entity shall ensure that the approval of shareholders for appointment of a person on the Board of Directors has to be taken either at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Accordingly, approval of the shareholders is sought for the appointment of the above director.

The Company has received the following from Mr. Ravinder Singhania (DIN: 00006921):

• (i) Consents in writing to act as Director in Form DIR-2 pursuant to Rule 8 of Companies (Appointment & Qualification of Directors) Rules, 2014;

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• (ii) Intimation in FormDIR-8 in terms of Companies (Appointment &Qualification of Directors) Rules, 2014, to the effect that he is not disqualified under Section 164(2) of the Act;

• (iii) Declaration to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and under SEBI Listing Regulations. He does not hold any equity shares of the Company; and

• (iv) Affirmation as per Stock Exchange Circular No. LIST/COMP/14/2018-19 dated June 20, 2018, stating that he is not debarred from holding the office of director pursuant to any SEBI order.

In the opinion of the Board, Mr. Ravinder Singhania (DIN: 00006921)fulfils the conditions specified in the Companies Act, 2013 and the rules made there under and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 for appointment as Independent Director and he is independent of the management of the Company. The Board has formed an opinion that said directors have requisite skills and knowledge and his appointment would be in the best interest of the Company.

In compliance with the provisions of Section 149 read with Schedule IV of the Companies Act, 2013 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the appointment of Mr. Ravinder Singhania (DIN: 00006921)as Independent Directors is being placed before the members for their approval.

Brief profile of Mr. Ravinder Singhania proposed to be appointed under item no. 2 and his details pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standard 2 on General Meetings is provided in Annexure [I].

All the material relevant documents in connection with this item no. 2 including terms and conditions of appointment of Independent Directors will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

Other than the directors proposed to be appointed under respective item no. 2, no other Directors, Key Managerial Personnel or their respective relatives are concerned or interested in the resolutions mentioned in that item in the notice.

The Board recommends the resolutions set forth under item no. 2 for approval by the members by way of special resolution.

ITEM NO. 3

At the 10[th] Annual General Meeting (AGM) held on July 17, 2017, M/s S R Batliboi & Co. LLP were appointed as Statutory Auditors of the Company for a period of five years (i.e. from the

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conclusion of 10[th] AGM until the conclusion of 15[th ] AGM. M/s S R Batliboi & Co. LLP submitted their resignation with effect from September 15, 2021.

As per the provisions of Section 139(8)(i) of the Companies Act 2013, any casual vacancy in the office of an auditor shall be filled by the Board of Directors within thirty days from the date of resignation of an auditor and shall also be approved by the Company within three months of the recommendation of the Board and he shall hold the office till the conclusion of the next annual general meeting. But as the company was under IBC wef 16/09/2022 till 9/1/2024 therefore, appointment of new auditor could not be made. The status of the company was restored post NCLAT order dated 9[th] Jan 2024.

Pursuant to the provisions of Section 139 & 142 of the Companies Act, 2013 other applicable provisions of the Companies Act, 2013 and the rules framed there under, the Audit Committee and the Board of Directors vide resolution passed in the respective meetings on February 14, 2024, have considered, approved and recommended appointment of M/s J.C. Bhalla & Co., Chartered Accountants, Firm Registration No. 001111N as statutory auditor of the Company till the conclusion of the next AGM at a consolidated remuneration of Rs 105 Lakhs for the audit four financial years i.e. 2020-21, 2021-22, 2022-23 and 202324.

The previous auditors of the Company M/s S R Batliboi & Co. LLP were paid an audit fee of Rs. 37 Lakhs as mentioned in the financial statement of Financial Year 2019-20.

The Board is of the that the proposed fee of the incoming auditor is commensurate with the scope of work of the Auditor.

M/s J.C. Bhalla (JCB) & Co., Chartered Accountants have given their consent and eligibility certificate, pursuant to Section 141 of the Companies Act, 2013.

The brief profile of new Statutory Auditors’ firm is as under:

A multi-dimensional, professional service organization, having an excellent blend of youth and experience and in existence since 1943. Run by ex Big Four and well seasoned professionals JCB dedicated assurance staff strength of 175 professionals based out of New Delhi and NCR along with 250 professionals in Associate Offices in Mumbai, Bengaluru, Pune, Kochi and Ahmedabad. Professionalism, Independence and Objectiveness are cornerstones of our practice. It is a peer reviewed firm having no 013835 and that this certificate is valid as on date.

M/s J.C. Bhalla & Co., Chartered Accountants shall undertake the Audit for financial years 2020-21, 2021-22, 2022-23 and financial year 2023-24.

All the material relevant documents in connection with this item will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

None of the Directors and Key Managerial Personnel of the Company or their relatives are concerned or interested financially or otherwise, in this item.

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The Board commends the resolution set forth under Item no.3 for approval of the members by way of an Ordinary Resolution.

ITEM NO. 4 & 6

The Board, at its meeting held on February 14, 2024, appointed Mr. Amit Saraf (DIN: 00339863) as an Additional Director in the category of Non-Executive Director of the Company. Since the Board was re-constituted only on February 14, 2024 (after withdrawal of the Corporate Insolvency Resolution Process), and the Nomination and Remuneration Committee was yet to be re-constituted subsequent to the re-constitution of the Board, the appointment of the above Director was approved by the Board itself. After the reconstitution of the Board of the Company on February 14, 2024, the Nomination and Remuneration Committee was reconstituted on March 06, 2024. Thereafter his appointment as Executive Director and remuneration has been recommended by the Nomination and Remuneration Committee in its meeting held on March 06, 2024.

The Board at its meeting held on March 06, 2024, on the recommendation of Nomination and Remuneration Committee in line with the Nomination and Remuneration Policy of the Company and considering his vast experience the Board is of the opinion that he be Appointed as a regular director of the company, liable to retire by rotation. Mr. Amit Saraf (DIN: 00339863) was appointed as an Executive Director based on the recommendation of the Nomination and Remuneration Committee and nomination and remuneration policy of the company. In accordance with the provisions of Sections 196, 197, 198, 203, Schedule V and other applicable provisions, if any, of the Companies Act, 2013, approval of the shareholders is required for the appointment of Mr. Amit Saraf as an Executive Director of the Company as mentioned in the respective resolution.

Mr. Amit Saraf has experience of 26 years in hospitality industry with a niche in corporate affairs, new hotel development, legal, finance, fund management, commercial leasing functions for hotel business, value-based management and liaison work. Brief profile of Mr. Amit Saraf and his details pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standard 2 on General Meetings is provided under Annexure [II].

Mr. Amit Saraf is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director of the Company. A copy of notice is available for inspection by the members at the registered office of the company. Mr. Amit Saraf has also confirmed that he is not debarred from holding the office of director by virtue of the SEBI Order in this regard and pursuant to circular dated 20/06/2018 issued by BSE limited and the NSE pertaining to the enforcement of the SEBI orders regarding appointment of directors by the listed companies.

Since there are more than one Executive Directors, the aggregate and annual remuneration to such directors exceeds 5 per cent of the net profits of the Company resolution being passed through Special Resolution.

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The above may be treated as a written memorandum setting out the terms of appointment of Mr. Amit Saraf as per provisions of section 190 of the Companies Act, 2013. The Board recommends this resolution as set forth in the Notice as Item No. 4 & 6 as Special Resolution.

All the material relevant documents in connection with this item no. 4 & 6, including terms and conditions of appointment of Mr. Amit Saraf will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

Other than the director who is proposed to be appointed under item no. 4 & 6, no other Directors, Key Managerial Personnel or their respective relatives are concerned or interested in the resolution mentioned in that item in the notice.

The Board recommends the resolution set forth under item no. 4 & 6 for approval by the members by way of Special resolution.

ITEM NO. 5:

The Board of Directors of the Company (“ Board ”) at its meeting held on March 06, 2024 appointed Mr. Saumen Chatterjee (DIN: 10511293) as an Additional Director in the category of Non-Executive Independent Director of the Nomination and Remuneration Committee for a first term of 3 years effective from March 6, 2024, subject to approval of the shareholders of the Company based on recommendation.

In terms of the amended Regulation 17(1C) of the SEBI Listing Regulations, effective from January 01, 2022, a listed entity shall ensure that the approval of shareholders for appointment of a person on the Board of Directors has to be taken either at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Accordingly, approval of the shareholders is sought for the appointment of the above director.

The Company has received the following from Mr. Saumen Chatterjee (DIN: 10511293):

• (i) Consents in writing to act as Directors in Form DIR-2 pursuant to Rule8 of Companies (Appointment & Qualification of Directors) Rules, 2014;

• (ii) Intimation in FormDIR-8 in terms of Companies (Appointment &Qualification of Directors) Rules, 2014, to the effect that he is not disqualified underSection 164(2) of the Act;

• (iii) Declaration to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and under SEBI Listing Regulations. He does not hold any equity shares of the Company; and

• (iv) Affirmation as per Stock Exchange Circular No. LIST/COMP/14/2018-19 dated June 20, 2018, stating that he is not debarred from holding the office of director pursuant to any SEBI order.

In the opinion of the Board Mr. Saumen Chatterjee (DIN: 10511293) fulfils the conditions specified in the Companies Act, 2013 and the rules made there under and the Securities and

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Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015for appointment as Independent Director and he is independent of the management of the Company. The Board has formed an opinion that said directors have requisite skills and knowledge and his appointment would be in the best interest of the Company.

In compliance with the provisions of Section 149 read with Schedule IV of the Companies Act, 2013 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the appointment of Mr. Saumen Chatterjee (DIN: 10511293) as Independent Directors is being placed before the members for their approval.

Brief profile of Mr. Saumen Chatterjee proposed to be appointed under item no. 5and his details pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standard 2 on General Meetings is provided in Annexure [I].

All the material relevant documents in connection with this item no. 5, including terms and conditions of appointment of Independent Directors will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

Other than the directors proposed to be appointed under respective item no. 5, no other Directors, Key Managerial Personnel or their respective relatives are concerned or interested in the resolutions mentioned in that item in the notice.

The Board recommends the resolutions set forth under item no. 5 for approval by the members by way of special resolution.

ITEM NO. 7& 8

The Board at its meeting held on March 06, 2024, approved the appointment of Mr. Rakesh Kumar Aggarwal (DIN: 00050436) as an Additional Director in the category of Executive Director based on the recommendation of the Nomination and Remuneration Committee.

Considering Mr. Aggarwal’s vast experience the Board is of the opinion that he be appointed as a regular director of the company, liable to retire by rotation. In accordance with the provisions of Sections 196, 197, 198, 203, Schedule V and other applicable provisions, if any, of the Companies Act, 2013, approval of the shareholders is required for confirmation of Mr. Rakesh Kumar Aggarwal as Director of the Company and for his appointment in the category of Executive Director. Further, since Mr. Rakesh Kumar Aggarwal has attained the age of 70 years, approval of the shareholders of the Company is required by way of special resolution.

Mr. Rakesh Kumar Aggarwal who has attained the age of 70 years and has 46 years of experience in both Public sector as well as in the Corporate sector especially in banking, finance and legal matter and the Company will benefit from his experience. Brief profile of Mr. Rakesh Kumar Aggarwal and his details pursuant to Regulation 36(3) of the SEBI

18|Page

(Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standard 2 on General Meetings is provided under Annexure [II].

Mr. Rakesh Kumar Aggarwal is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director of the Company. A copy of notice is available for inspection by the members at the registered office of the company. Mr. Rakesh Kumar Aggarwal has also confirmed that he is not debarred from holding the office of director by virtue of the SEBI Order in this regard and pursuant to circular dated 20/06/2018 issued by BSE limited and the NSE pertaining to the enforcement of the SEBI orders regarding appointment of directors by the listed companies.

Since there are more than one Executive Directors, the aggregate and annual remuneration to such directors exceeds 5 per cent of the net profits of the Company resolution being passed through Special Resolution.

The above may be treated as a written memorandum setting out the terms of appointment of Mr. Rakesh Kumar Aggarwal as per provisions of section 190 of the Companies Act, 2013. The Board recommends this resolution as set forth in the Notice as Item No. 7 & 8 as Special Resolution.

All the material relevant documents in connection with this item no. 7 & 8, including terms and conditions of appointment of Mr. Rakesh Kumar Aggarwal will be open for inspection at the Registered Office of the Company on all working days, except Saturday and Sunday, between 11.00 A.M. to 1.00 P.M.

Other than the director who is proposed to be appointed under item no. 7& 8, no other Directors, Key Managerial Personnel or their respective relatives are concerned or interested in the resolution mentioned in that item in the notice.

The Board recommends the resolution set forth under item no. 7 & 8 for approval by the members by way of special resolution as applicable.

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==> picture [710 x 183] intentionally omitted <==

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ANNEXURE [I] – INDEPENDENT DIRECTOR DETAILS
Particulars Ravinder Singhania Shekhar Gulzarilal Gupta Saumen Chatterjee
DIN 00006921 00750128 10511293
Age 56 Years 76 Years 53 Years
Date of Birth 24/09/1968 06/02/1948 05/02/1971
----- End of picture text -----

==> picture [710 x 343] intentionally omitted <==

----- Start of picture text -----

Particulars Ravinder Singhania Shekhar Gulzarilal Gupta Saumen Chatterjee
DIN 00006921 00750128 10511293
Age 56 Years 76 Years 53 Years
Date of Birth 24/09/1968 06/02/1948 05/02/1971
Nationality Indian Indian Indian
Date of 14/02/2024 14/02/2024 06/03/2024
Appointment on the
Board
Qualifications B. Com (Hons.) from Sriram College of Chartered Accountant Company Secretary
Commerce in 1990, Delhi University
and L.L.B from Campus Law Centre,
Delhi University, 1993
Expertise in specific Law Accounts and finance Law
functional area
Brief profile / Mr. Ravinder Singhania (“Ravi”) is a Mr. Shekhar Gupta is a partner in S. 29 years of professional experience in
leading corporate lawyer with over M. Kapoor & Co; Chartered the Indian listed companies
resume of director
three decades of post-qualification Accountant. He is expertise in overseeing legal, corporate laws,
experience. He is also admitted as domestic and international taxation, commercial, CIRP activities,
----- End of picture text -----

==> picture [710 x 440] intentionally omitted <==

----- Start of picture text -----

solicitor of Supreme Court of England GST matters, having appeared before insolvency laws and court case
and Wales. He is a member of Supreme Income Tax Appellate Tribunal. matters, responsible for company
Court of India Bar Association and a Besides, conversant in Company Law secretarial activities including
fellow of Chartered Institute of matters and FEMA matters. conducting board meetings,
England. He has served on the board of shareholders meetings, NCLT
leading rating agency CRISIL limited, convened meetings, dealing with the
assets care and reconstruction corporate governance practices,
enterprise limited, PhD Chamber of listing and compliance matters with
Commerce and is currently director of the stock exchanges, successfully
master trust limited, McGraw hill dealt with schemes of arrangement
education Private Limited as well as including merger, demerger of
Indian subsidiaries of several companies, getting the companies
multinational companies. listed with BSE, NSE, handling
litigations, dealing with the legal
He is a chartered member of Delhi counsels, law firms, looking after
chapter of TiE, an association that nitty-gritties of the general
supports startups launched by Silicon management.
Valley entrepreneurs. He is the
chairperson of Singhania University. He has successfully won various court
Ravi has authored books on drafting of cases in the long span of his career.
contracts, white collar crimes and He has experience in drafting and
Employment Laws in India. He has also vetting contracts, agreement, lease
contributed to various national and terms and other legal documents, he
international professional journals and has handled liaison role for licensing
magazines, including the American Bar matters, represented the company
Association and Euromoney before authorities, handled land
matters with the government.
Advisor to group companies.
Terms and Appointed for a period of 3 years and Appointed for a period of 3 years and Appointed for a period of 3 years and
conditions of sitting fee of Rs. 50,000 would be paid sitting fee of Rs. 50,000 would be paid sitting fee of Rs. 50,000 would be paid
appointment along for Board and committee meetings. for Board and committee meetings. for Board and committee meetings.
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==> picture [710 x 449] intentionally omitted <==

----- Start of picture text -----

with details of
remuneration
sought to be paid
and the
remuneration last
drawn by such
person, if
applicable.
List of the Name of Date of Name of Date of NA
directorships held the Appointmen the Appointmen
in other companies, Company t Company t
including Mertex 17/11/2023 The 24/09/2022
India Bombay
Private Presidency
Limited Golf Club
Cai 22/06/2021 Limited
Professiona
l Services
India
Private
Limited
Mcgraw Hill 28/10/2010
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		Education (India) Private Limited
		Satcon India Private Limited	22/03/2010
		Light bulb Technology Services Private Limited	03/06/2006
		India Autobahn Automobile s and Ancillaries Private Limited	20/05/2006
		ABS Quality Evaluations	28/04/2006

		Private Limited.
		Singhania And Partners Private Limited	31/07/2000
		Mcgraw Hill Education (India) Private Limited	31/07/2014
		Master Trust Limited	30/09/2023
Names of listed entities in which the person also holds the directorship and the membership of Committees of the		1(one)			Nil	Nil

board along with listed entities from which the person has resigned in the past three years
Shareholding of non-executive directors, including shareholding as a beneficial owner	Nil	Nil	Nil
In case of independent directors, the skills and capabilities required for the role and the manner in which the proposed person meets such requirements	Mr. Ravinder Singhania (“Ravi”) is a leading corporate lawyer with over three decades of post-qualification experience. He is also admitted as solicitor of Supreme Court of England and Wales. He is a member of Supreme Court of India Bar Association and a fellow of Chartered Institute of England. He has served on the board of leading rating agency CRISIL limited, assets care and reconstruction enterprise limited, PhD Chamber of Commerce and is currently director of master trust limited, McGraw hill education Private Limited as well as Indian subsidiaries of several multinational companies.	Mr. Shekhar Gupta is a partner in S. M. Kapoor & Co; Chartered Accountant. He is expertise in domestic and international taxation, GST matters, having appeared before Income Tax Appellate Tribunal. Besides, conversant in Company Law matters and FEMA matters.	29 years of professional experience in the Indian listed companies overseeing legal, corporate laws, commercial, CIRP activities, insolvency laws and court case matters, responsible for company secretarial activities including conducting board meetings, shareholders meetings, NCLT convened meetings, dealing with the corporate governance practices, listing and compliance matters with the stock exchanges, successfully dealt with schemes of arrangement including merger, demerger of companies, getting the companies listed with BSE, NSE, handling litigations, dealing with the legal

==> picture [710 x 401] intentionally omitted <==

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counsels, law firms, looking after
nitty-gritties of the general
management.
Date of first 14/02/2024 14/02/2024 06/03/2024
appointment on
board
Number of Board / 4Board Meeting/ 2 Committee meeting 4Board Meeting/ 5 Committee 1 Committee meeting
Committee meeting
meetings attended
during the FY 2023-
24
Chairman/ member Chairman of Nomination and Chairman of Audit Committee Member of Nomination and
in the Committees Remuneration Committee Meeting Meeting Remuneration Committee Meeting
of the Boards of
companies in which
he is Director
Relationship with No No No
other directors and
KMPs
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ANNEXURE [II] – EXECUTIVE DIRECTOR DETAILS

Particulars	Amit Saraf	Rakesh Kumar Aggarwal
DIN	00339863	00050436
Age	56 Years	72 Years
Date of Birth	24/09/1968	19/08/1952
Nationality	Indian	Indian
Date of Appointment on the Board	14/02/2024	06/03/2024
Qualifications	MBA from Gauhati University	Member of the Institute of Chartered Accountants of India and LLB
Expertise in specific functional area	Corporate affairs and Finance	Banking, Finance and Law
Brief profile / resume of director	Experience of 26 years in hospitality industry with a niche in corporate affairs, new hotel development, legal, finance, fund management, commercial leasing functions for hotel business, value- based management and liaison work.	46 years of post qualification experience both in Public sector as well as in the Corporate sector especially in banking, finance and legal matters. Besides his experience of about 17 years in Bank, he has over 15 years’ experience in the Hospitality industry. He has also worked as Managing Director of Inovoa Securities Limited and Executive Director of Choice Hospitality (India) Limited. During the initial stage of development of JW Marriott Aerocity, New Delhi, he worked as Senior Vice President (Finance) and CFO of Aria Hotels and Consultancy Services Private Limited. He was appointed as a non-executive director on the board of Aria Hotels and Consultancy Services Private Limited in the year 2018. He has been CFO of Asian Hotels

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----- Start of picture text -----

Particulars Amit Saraf Rakesh Kumar Aggarwal
West Limited from 1st April,
2015 to 12th December,
2020.
Terms and Appointed for a period of 3 Appointed for a period of 3
conditions of years for a remuneration of years for a remuneration of
appointment Rs. 2,00,000 per month. Rs. 2,00,000 per month.
along with
details of
remuneration
sought to be
paid and the
remuneration
last drawn by
such person, if
applicable.
List of the Name of Date of Name of Date of
directorships the Appointmen the Appointmen
held in other Company t Company t
companies, Mahima 14/05/1999 Aria 03/08/2018
including Holding Hotels and
Private Consultan
Limited cy Services
Chartered 29/09/2022 Private
Hotels Pvt Limited
Ltd Edenpark 14/07/2018
Footsteps 17/11/2010 Hotels
of Buddha Limited
Hotels Aria 08/10/2018
Private Resorts
Limited India
Central 09/10/2013 Private
Linen Park Limited
Private
Limited
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----- Start of picture text -----

Particulars Amit Saraf Rakesh Kumar Aggarwal
Bodhgaya 14/09/2023
Guest
House
Private
Limited
Juniper 15/09/2023
Investment
s Limited
Names of listed Nil Nil
entities in
which the
person also
holds the
directorship
and the
membership of
Committees of
the board
along with
listed entities
from which the
person has
resigned in the
past three
years
Shareholding, Nil Holding 5,00,000 preference
including shares of Rs 10/- each in the
shareholding Company jointly with wife-
as a beneficial Mrs Sharda Aggarwal.
owner
Date of first 14/02/2024 06/03/2024
appointment
on board
----- End of picture text -----

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Particulars	Amit Saraf	Rakesh Kumar Aggarwal
Number of Board / Committee meetings attended during the FY 2023-24	2 Board Meeting	NIL
Chairman/ member in the Committees of the Boards of companies in which he is Director	Member of Audit Committee Meeting	NIL
Relationship with other directors and KMPs	No	No

By order of Board of Directors For Asian Hotels (West) Limited Date: 18[th] April, 2024 Sandeep Gupta Place: New Delhi Chairman & Director DIN: 00057942

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