The Board of Directors of The Indian Hotels Company Limited (IHCL) has approved a Scheme of Arrangement for the amalgamation of Oriental Hotels Limited (OHL) into and with IHCL. This strategic move is subject to NCLT and shareholder approvals. The merger is expected to create significant synergies, leverage financial resources, and enhance operational efficiencies, fostering stronger future growth for the consolidated entity.
IHCL Board Approves Amalgamation of Oriental Hotels
The Board of Directors of The Indian Hotels Company Limited (IHCL) has given its approval for a significant Scheme of Arrangement. This scheme provides for the amalgamation of Oriental Hotels Limited (OHL) into and with IHCL. The approval was granted following recommendations from the Audit Committee and the Committee of Independent Directors.
Key Details of the Proposed Scheme
The amalgamation, referred to as ‘the Scheme’, will be undertaken under the provisions of Sections 230 to 232 of the Companies Act, 2013. The transaction is subject to obtaining necessary sanctions from the National Company Law Tribunal (NCLT), approvals from the shareholders and/or creditors of both IHCL and OHL, and other requisite regulatory and statutory clearances.
Strategic Rationale and Benefits
The proposed Scheme is driven by several strategic benefits. Both companies are engaged in similar businesses with complementary portfolios. OHL has a strong presence in Tamil Nadu, Kerala, and Karnataka, which will complement IHCL’s existing operations. This amalgamation is anticipated to:
- Create significant business synergies and establish a wider, stronger base for future growth.
- Enable OHL’s business to access IHCL’s financial resources, management experience, and expertise.
- Leverage resources and facilitate operational and cost synergies for the combined entity.
- Streamline operations through asset management, standardization, and simplification of business processes.
- Reduce the number of operating entities, leading to simpler management structures and administrative efficiencies.
- Achieve full accounting consolidation and joint utilization of financial resources.
The Scheme is also expected to be beneficial to the public shareholders of IHCL and provide public shareholders of OHL an opportunity to participate in the growth of a leading hospitality company.
Financial Overview of Entities
As of March 31, 2026, OHL reported a Revenue of INR 500.7 Crore and a Net Worth of INR 480.5 Crore. IHCL reported a Revenue of INR 5,640.16 Crore and a Net Worth of INR 12,766.95 Crore.
Share Exchange Ratio
Upon the Scheme becoming effective, IHCL will allot equity shares to the members of OHL. The agreed Share Exchange Ratio is 25 equity shares of IHCL (face value INR 1 each) for every 117 equity shares of OHL (face value INR 1 each) held by eligible shareholders. The transaction has been evaluated on an ‘arms length’ basis, supported by valuation reports and a fairness opinion from an independent SEBI registered merchant banker.
Source: BSE
