The Indian Hotels Company Limited Approves Scheme for Amalgamation of Oriental Hotels Limited

The Indian Hotels Company Limited Approves Scheme for Amalgamation of Oriental Hotels Limited

The Indian Hotels Company Limited Approves Scheme for Amalgamation of Oriental Hotels Limited​

The Indian Hotels Company Limited (IHCL) has approved a Scheme of Arrangement for the amalgamation of Oriental Hotels Limited (OHL) into the company. The decision, made by the Board of Directors on August 24, 2026, follows recommendations from the Audit Committee and the Committee of Independent Directors.

The Scheme involves the amalgamation of OHL into The Indian Hotels Company Limited, operating under the provisions of Sections 230 to 232 of the Companies Act, 2013.

The transaction is structured to create significant strategic and operational synergies. The Indian Hotels Company Limited, primarily focused on owning, operating, and managing hotels and resorts, aims to leverage the complementary portfolio and presence of OHL, which is noted for its significant presence in Tamil Nadu, Kerala, and Karnataka.

The rationale for the amalgamation includes achieving a wider and stronger base for future growth. The Scheme is intended to enable the business of the Transferor Company (OHL) to gain access to the financial resources and management expertise of the Transferee Company (IHCL). Furthermore, the consolidation aims to rationalize administrative expenses, eliminate duplication, and enable full accounting consolidation and joint utilization of financial resources.

Financial Snapshot of the Entities​

As of March 31, 2026, the entities involved demonstrated substantial financial metrics. The table below provides a comparative view of the Revenue and Net Worth of both companies on an audited standalone basis.

EntityRevenue (INR Crore)Net Worth (INR Crore)
Oriental Hotels Limited (OHL)500.7480.5
The Indian Hotels Company Limited (IHCL)5,640.1612,766.95

Transaction Mechanics and Fairness Opinion​

The consideration for the amalgamation is based on a Share Exchange Ratio. Upon the Scheme becoming effective, the Transferee Company (IHCL) will allot equity shares, credited as fully paid-up, to the members of the Transferor Company (OHL) on the Record Date.

The agreed Share Exchange Ratio is 25 equity shares in The Indian Hotels Company Limited for every 117 equity shares of Oriental Hotels Limited. Following the issuance of the equity shares, the existing shareholding of IHCL and its subsidiaries in OHL will be cancelled.

A fairness opinion on the valuation, conducted by Kotak Mahindra Capital Company Limited on August 23, 2026, confirmed the fairness of the transaction, which is based on a valuation report dated August 23, 2026, jointly issued by PwC Business Consulting Services LLP and SSPA & Co., Chartered Accountants.

Shareholding Details of The Indian Hotels Company Limited (IHCL)​

The table below outlines the shareholding patterns of the Transferee Company (IHCL) pre- and post-Scheme, demonstrating how the public and promoter groups are expected to participate in the consolidated hospitality business.

Shareholding AspectPre-Scheme (As on June 30, 2026)Post-Scheme (Indicative)
Promoter & Promoter Group54,25,57,742 shares (38.12%)54,24,90,762 shares (37.50%)
Public88,08,74,485 shares (61.88%)90,41,14,953 shares (62.50%)
Total142,34,32,227 shares (100%)144,66,05715 shares (100%)

The Scheme, which is subject to the sanction of the relevant bench of the National Company Law Tribunal (NCLT), requires requisite approvals from the shareholders and/or creditors of both companies.

INDHOTEL Stock Price Movement​

As of 9:18 AM, shares of THE INDIAN HOTELS COMPANY LIMITED are slipping by 0.06% in live trading, currently priced at ₹729.55. The stock saw 4,299 shares traded as the market continues its active session.
 

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