To the Members,

The Directors take pleasure in presenting the 8 th Integrated Annual Report of The Indian Hotels Company Limited ('the Company' or 'IHCL') along with the Audited Financial Statements for the Financial Year ended March 31, 2026. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

1. Financial Results

*represents transfers in certain subsidiaries

2. Dividend Distribution Policy

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), the Board of Directors ('the Board') has formulated a Dividend Distribution Policy.

The policy is available on the website of the Company at: https://ir.ihcltata.com/dividenddistributionpolicy. pdf .

3. Dividend

The Board has recommended a dividend of ^3.25 per fully paid Equity Share on 142,34,32,227 Equity Shares of face value ^1 each, for the year ended March 31, 2026 (Previous year ^2.25 per share) based on the parameters laid down under the Dividend Distribution Policy. The recommended dividend includes ^0.50 per Equity Share, being higher than the normal payout, to commemorate the 125 th Annual General Meeting of the Company and on account of exceptional gain derived during the year.

Corporate Overview Statutory Reports

The dividend on Equity Shares is subject to the approval of the Shareholders at the Annual General Meeting ('AGM') scheduled to be held on Tuesday, June 30, 2026. The dividend once approved by the Shareholders will be paid on and from Friday, July 3, 2026.

The dividend on Equity Shares if approved by the Members, would involve a cash outflow of ^462.62 crores.

4. Transfer to Reserves

The Board of Directors has decided to retain the entire amount of profit for FY 2025-26 in the Statement of profit and loss.

5. Company's Performance and State of Affairs

Standalone Performance

On a standalone basis, the total income for FY 2025-26 was ^5,640.16 crores, which was higher than the previous year's total income of ^5,145.09 crores by ^495.07 crores or 10% in line with increased business across key markets, robust domestic demand, growth in restaurant operations, higher banquet activities and higher fee income. Operating expenditure increased by 7% to ^3,096.89 crores in FY 2025-26 from ^2,884.52 crores in the previous year in line with business volumes. Depreciation for FY 2025-26 at ^277.57 crores was higher in comparison with ^257.25 crores for FY 2024-25 due to hotel renovations completed during the year, additional amortisation on right-of-use assets in line with terms of lease contract and higher amortisation pertaining to capitalisation of new ERP software and websites. Finance costs, mainly comprising of interest on lease liabilities, for FY 2025-26 at ^99.94 crores was in line with that of the previous year. The Company further improved its liquidity position during the year to end with ^3,276.30 crores as compared with ^2,247.95 crores at the end of FY 2024-25. During the year, the Company booked a net exceptional gain of ^421.87 crores comprising of a profit on account of the Company's divestment of its entire equity in a Joint Venture, offset partially by impact on account of New Labour Codes, Key money paid for securing of long-term management contracts, property tax paid under amnesty scheme for a hotel property and provision for contingencies on certain matters. The Company continued to provide for impairment of investment in case of an overseas subsidiary which incurred a cash loss of ^11.59 crores as against ^16.24 crores in the previous year. After accounting for taxes, the Company reported a Profit after tax for FY 2025-26 of ^2,011.94 crores in comparison with ^1,413.23 crores for FY 2024-25.

Consolidated Performance

Consolidated total income for FY 2025-26 was ^9,971.43 crores, higher by 16% than the previous year's total income of ^8,565.00 crores. Revenue from Operations also increased by 16% to ^9,689.22 crores

from ^8,334.54 crores in the previous year. Operating expenditure increased to ^6,494.57 crores in FY 2025-26 from ^5,565.21 crores in FY 2024-25. Operating expenditure increased by 9% mainly due to increase in business activity in comparison with the previous year. Depreciation at ^605.16 crores for FY 2025-26 was higher than the ^518.16 crores incurred in FY 2024-25 mainly due to completed hotel renovations and additional amortisation on right-of-use assets. Finance costs, mainly comprising of interest on lease liabilities, for FY 2025-26 at ^221.35 crores was higher than that of FY 2024-25 by ^12.97 crores due to new leases. The Group continued its path of profitability with higher operating profits on account of improved business, good margins and lower finance costs. At the consolidated level, EBITDA was maintained at 35% of turnover at ^3,476.86 crores for the year. The Profit after tax attributable to shareholders and non-controlling interests for FY 2025-26 was ^2,247.25 crores as against ^2,038.09 crores for FY 2024-25. The profit attributable to shareholders of the Company for FY 2025-26 was ^2,084.38 crores as against ^1,907.59 crores for the previous year. The Group generated a very healthy free cash flow of ^1,450.46 crores during the year and maintained a positive net liquidity position of ^4,293.81 crores at the end of the year.

Borrowings

Total long-term borrowings of the standalone Company (other than lease liabilities) were ^Nil as on March 31, 2026. On a consolidated basis, total long-term borrowings (other than lease liabilities) were ^51.28 crores as on March 31, 2026 as against ^224.70 crores as on March 31, 2025. Short term borrowings (other than lease liabilities) were maintained as ^Nil as on March 31, 2026.

Credit Ratings

For the year under review, the Company's credit rating for long term banking facilities was upgraded by one rating firm and reaffirmed by another rating firm. The Company had the following credit ratings as on March 31, 2026:

CARE Ratings - Long Term/Short Term Banking Facilities (Non-fund-based limits) of ^280 crores and (Fund based limits) of ^113 crores are rated at CARE AA+ (Outlook: Stable) and CARE A1+, respectively, and

ICRA Ratings - Long Term Banking Facilities (Fund based limit) of ^15 crores and Short Term Banking Facilities (Fund based limit) of ^15 crores are rated at [ICRA] AAA (Outlook: Stable) upgraded from [ICRA] AA+ (Outlook: Stable) and [ICRA] A1+, respectively.

Capital Expenditure

During FY 2025-26, the Company's outlay towards capital expenditure was ^330.16 crores for the standalone Company and ^1,036.58 crores at the consolidated level.

Integrated Annual Report 2025-26

Business Overview

An analysis of the Business and Financial Results are given in the Management Discussion and Analysis, which forms a part of the Integrated Annual Report 2025-26.

6. Subsidiaries, Joint Ventures and Associates

As per the Companies Act, 2013 ('the Act') the Company has 36 subsidiaries, 6 associates, and 5 joint venture companies as on March 31, 2026. There has been no material change in the nature of the business of the subsidiaries.

During the year under review, the following were acquired as subsidiaries:

- Roots Corporation Limited ('RCL'), a wholly owned subsidiary of the Company, acquired a 51% equity stake in each of ANK Hotels Private Limited ('ANK') and Pride Hospitality Private Limited ('Pride'), which are engaged in operating and managing hotels primarily under the umbrella brand The Clarks Hotels & Resorts, consequent to which they have become subsidiaries of RCL and step-down subsidiaries of the Company, effective December 1, 2025.

- The Company acquired 51% equity stake in Sparsh Infratech Private Limited, a Company which owns and operates a health and wellness resort by the name of 'Atmantan', near Mulshi, Pune pursuant to which it has become a subsidiary of the Company effective January 16, 2026.

- Subsequent to the balance sheet date, the Company along with its subsidiaries ANK and Pride acquired 51% of the share capital (on a fully diluted basis) in Brij Hospitality Private Limited, which operates and manages hotel assets under the umbrella of 'Brij' brand. The acquisition was completed on April 21, 2026.

During the year under review, the Company divested its entire equity interest of 1,60,00,400 equity shares, representing 25.52% of the share capital of Taj GVK Hotels & Resorts Limited ('Taj GVK'), a joint venture, pursuant to the execution of a Sale and Purchase Agreement dated December 19, 2025. Consequent to the divestment, the Shareholders' Agreement has been terminated. Notwithstanding this, the Company continues to operate the existing hotels under the Taj GVK portfolio in terms of the respective Hotel Operating Agreements, which were executed on December 19, 2025, following the termination of the Shareholders' Agreement.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Company's subsidiaries in Form No. AOC-1 is attached to the financial statements of the Company forming part of the Integrated Annual Report 2025-26. Further, pursuant to the provisions of Section 136 of the Act and the SEBI Listing

Regulations, the financial statements of the Company, consolidated financial statements along with related information of the Company and financial statements of the subsidiaries, are available on the website of the Company at https://ir.ihcltata.com/shareholder- information/annual-general-meetings/year-25-26 .

7. Directors' Responsibility Statement

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory, and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by Management and the relevant Board Committees, including the Audit and Compliance Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2025-26.

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirms that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;

ii. It has selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit of the Company for that period;

iii. It has taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. It has prepared the annual accounts on a going concern basis;

v. It has laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

vi. It has devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

8. Directors and Key Managerial Personnel

Re-appointment of Director(s)

In accordance with the requirements of the Act and the Company's Articles of Association, Mr. Puneet Chhatwal (DIN: 07624616) retires by rotation and being eligible, seeks re-appointment.

Mr. Anupam Narayan (DIN: 05224075) will complete his first term of five years as Non-Executive Independent Director of the Company on August 22, 2026. On the recommendation of the Nomination and Remuneration Committee ('NRC'), the Board has approved the proposal for re-appointment of Mr. Anupam Narayan as Non-Executive Independent Director of the Company for a second term of five years commencing from August 23, 2026 up to December 16, 2028 (both days inclusive), subject to the approval of the Members at the ensuing AGM.

The necessary resolutions seeking Members' approval for the re-appointment of Directors forms part of the Notice convening the AGM.

Independent Directors

In terms of Section 149 of the Act and the SEBI Listing Regulations, Mr. Nasser Munjee, Ms. Hema Ravichandar, Mr. Venkataramanan Anantharaman and Mr. Anupam Narayan are the Independent Directors of the Company as on the date of this report.

The Company has received the necessary declaration(s) from each Independent Director in accordance with Section 149(7) of the Act read with Regulation 25(8) of the SEBI Listing Regulations, that he/she meets the criteria of independence as laid out in Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations. Further, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair their ability to discharge their duties with an objective independent judgement and without any external influence.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company, and that the Independent Directors are independent of the Management. The Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

Key Managerial Personnel ('KMP')

Mr. Beejal Desai superannuated as Executive Vice President and Company Secretary (Group) on February 12, 2026. The Board places on record its appreciation for Mr. Desai for the valuable contributions provided to the Company. Ms. Melisa Alva was appointed as Senior Vice President & Company Secretary (KMP) of the Company w.e.f February 13, 2026.

In terms of Section 203 of the Act, the KMPs of the Company as on March 31, 2026 are:

- Mr. Puneet Chhatwal - Managing Director & Chief Executive Officer

- Mr. Ankur Dalwani - Executive Vice President & Chief Financial Officer

- Ms. Melisa Alva - Senior Vice President & Company Secretary

9. Number of Meetings of the Board

Four meetings of the Board were held during the year under review. The intervening gap between any two board meetings did not exceed 120 days. For details of meetings of the Board, please refer to the Corporate Governance Report, which forms a part of the Integrated Annual Report 2025-26.

10. Audit and Compliance Committee

The Audit and Compliance Committee performs the roles and functions as mandated under the Act, the SEBI Listing Regulations and such other matters as prescribed by the Board from time to time. All the Members of the Audit and Compliance Committee are Independent Directors and possess requisite accounting and financial management knowledge.

The composition, extract of terms of reference of the Audit and Compliance Committee, attendance at its meetings and other details are provided in the Corporate Governance Report, which forms part of the Integrated Annual Report 2025-26. The intervening gap between any two meetings of the Audit and Compliance Committee did not exceed 120 days. During the year under review, there were no instances where the recommendations made by the Audit and Compliance Committee were not accepted by the Board.

11. Other Committees of the Board

The other statutory Committees of the Board are as under:

a. Nomination and Remuneration Committee

b. Corporate Social Responsibility and Sustainability (ESG) Committee

c. Risk Management Committee

d. Stakeholders' Relationship Committee

During the year under review, all recommendations of the Committees were approved by the Board. The details including the composition of the Committees, attendance at the Meetings and terms of reference are included in the Corporate Governance Report, which forms a part of the Integrated Annual Report 2025-26.

Integrated Annual Report 2025-26

12. Board Evaluation

The Board of Directors has carried out an evaluation of its own performance, board committees, and individual Directors pursuant to the provisions of the Act and the SEBI Listing Regulations.

The performance of the Board was evaluated after seeking inputs from all the Directors on the basis of criteria such as the board composition and structure; degree of fulfilment of key responsibilities towards stakeholders (by way of monitoring corporate governance practices, participation in the long-term strategic planning, etc.); effectiveness of board processes, information and functioning, etc.; extent of co-ordination and cohesiveness between the Board and its Committees; and quality of relationship between Board Members and the Management.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee Members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc. The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India ('SEBI') on January 5, 2017.

The Chairman of the Board had one-on-one meetings with the Independent Directors and the Chairman of NRC had one -on one meetings with the all the directors. These meetings were held to obtain inputs from Directors on effectiveness of the Board/Committee processes.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, the Board as a whole, and the Chairman of the Board was evaluated, taking into account the views of the Executive and Non-Executive Directors. The Board and the NRC reviewed the performance of individual Directors on the basis of criteria such as the contribution of the individual Director to the Board and Committee meetings including preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. At the subsequent Board Meeting, the performance of the Board, its Committees, and individual Directors was also discussed. Performance evaluation of Independent Directors was done by the entire Board.

The evaluation process reinforced the Board's confidence in the Company's ethical standards, the cohesiveness among Board members, the agility of the Board and the Management in responding to challenges, and the transparency of the Management in sharing strategic information with the Board.

13. Policy on Board Diversity and Director attributes and Remuneration Policy for Directors, Key Managerial Personnel and other Employees

The NRC engages with the Board to evaluate the characteristics, skills, expertise, and experience required for the effective functioning of the Board in alignment with the Company's strategic objectives to ensure a well-balanced and competent Board. The selection process considers diversity, independence (where applicable), through a rigorous assessment, including their professional background, industry knowledge, and the ability to contribute to Board deliberations. Based on this assessment, the NRC identifies and shortlists potential candidates who possess the required competencies and align with the Company's strategic vision, corporate values, and governance standards and recommends their nomination to the Board.

In terms of the provisions of Section 178(3) of the Act, and Regulation 19 of the SEBI Listing Regulations, the NRC has adopted a Policy determining the qualification, positive attributes and independence of a Director, which is available on the website of the Company at https://ir.ihcltata.com/Policv-on-Board-Diversitv- Director-Attributes.pdf . During the year under review, there was no change to the said policy.

The key features of the Policy on Board Diversity and Director attributes are as follows:

- Qualifications - The Board nomination process encourages diversity of thought, experience, knowledge, age and gender. It also ensures that the Board has an appropriate blend of functional and industry expertise.

- Positive Attributes - Apart from the duties of Directors as prescribed in the Act, the Directors are expected to demonstrate high standards of ethical behaviour, communication skills and independent judgement. The Directors are also expected to abide by the respective Code of Conduct as applicable to them.

- Independence - A Director will be considered independent if he/she meets the criteria laid down in Section 149(6) of the Act, the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations.

Based on the recommendations of the NRC, the Board has also approved the Remuneration Policy for Directors, KMPs and all other employees of the Company which has been disclosed in the Corporate Governance Report, forming part of this report and is also available on the Company's website at https://ir.ihcltata.com/ remunerationpolicvdirectorskmpandotheremplovees.pdf .

During the year under review, there were no changes to the said policy.

The NRC oversees the implementation of these policies and reviews them periodically to ensure their continued effectiveness and alignment with evolving governance practices.

14. Familiarisation Programme

Details of the Familiarisation Programme imparted to Directors are disclosed in the Corporate Governance Report, which forms part of this the Integrated Annual Report 2025-26 and is also available on the Company's website at https://ir.ihcltata.com/Details-of- Faimiliarization-Programme-2025-26.pdf .

15. Vigil Mechanism

IHCL believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour. In line with the Tata Code of Conduct ('TCoC'), any actual or potential violation, howsoever insignificant or perceived as such, would be a matter of serious concern for the Company. The role of the employees in pointing out such violations of the TCoC cannot be undermined.

In accordance with Section 177(9) of the Act and Regulation 22 of the SEBI Listing Regulations, the Company has a vigil mechanism that provides a formal channel for all its directors, employees, and other stakeholders to report instances about any unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct by making a protected disclosure to the Chief Ethics Counsellor and in case of escalations, to the Chairperson of the Audit and Compliance Committee. No person is denied access to the Chairman of the Audit and Compliance Committee.

The Company has adopted a whistleblower policy and the same is available on the website of the Company at https://ir.ihcltata.com/whistleblowerpolicy.pdf.

16. Internal Financial Control Systems and their Adequacy

The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the Financial Statements are adequate.

The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which forms a part of the Integrated Annual Report 2025-26.

17. Corporate Social Responsibility

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year under review are set out in Annexure I of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2014, as amended from time to time. The Company's CSR activities and initiatives are aligned to the requirements of section 135 of the Act. These initiatives are distinct from the activities carried out in the normal course of business. For other details regarding the CSR and Sustainability (ESG) Committee, please refer to the Corporate Governance Report, which is a part of the Integrated Annual Report 2025-26. The CSR policy is available on the website of the Company at https:// ir.ihcltata.com/corporatesocialresponsibilitvpolicv.pdf .

18. Auditors

Statutory Auditor and Statutory Auditor's Report

At the 121 st AGM of the Company held on June 30, 2022, the Members approved the re-appointment of M/s B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) as the Statutory Auditors of the Company to hold office for a second term of five consecutive years, from the conclusion of the 121 st AGM till the conclusion of the 126 th AGM of the Company, to audit and examine the books of account of the Company.

The Statutory Auditors' Report on the Financial Statements of the Company for FY 2025-26 does not contain any qualifications, reservations, adverse remarks or disclaimer.

The Statutory Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Act during the year under review.

Appointment of New Statutory Auditors:

The term of the existing statutory auditors M/s. B S R & Co. LLP will conclude at the AGM to be held in 2027 upon completion of the prescribed tenure of ten years. Accordingly, the Company had initiated a Request for Proposal process and invited expression of interest from select audit firms. Based on the recommendation of the Audit and Compliance Committee of the Company, the Board of Directors at its meeting held on May 11, 2026, has recommended the appointment of M/s. S R B C & CO. LLP (SRBC), Chartered Accountants (ICAI Firm Registration No. 324982E/E300003) as the Statutory Auditors of the Company to hold office for a term of 5 (five) consecutive years commencing from the conclusion of the 126 th Annual General Meeting (AGM) of the Company to be held in the year 2027 until the conclusion of the 131 st AGM to be held in the year 2032. The appointment is subject to the approval of the Members of the Company which will be placed at the AGM to be held in the year 2027.

Integrated Annual Report 2025-26

Secretarial Auditor and Secretarial Auditor's Report

The Members of the Company at the 124 th AGM of the Company held on July 7, 2025 had approved the appointment of M/s Neville Daroga and Associates, a Peer Reviewed Practicing Company Secretary firm as the Secretarial Auditors of the Company for a term of five consecutive financial years, commencing from FY 2025-26 through FY 2029-30 to conduct the Secretarial Audit of the Company.

The Report by the Secretarial Auditor is annexed to this Report as Annexure II .

The said Secretarial Auditor's Report does not contain any qualifications, observations, adverse remarks or disclaimer.

Pursuant to Regulation 24A (1) of the SEBI Listing Regulations, the secretarial audit report of Taj SATS Air Catering Limited, the Company's material unlisted Indian subsidiary for FY 2025-26, is annexed to this Report as Annexure III .

Cost Auditors and Cost Records

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act are not applicable for the business activities carried out by the Company.

19. Risk Management

The Board of Directors of the Company has formed a Risk Management Committee to frame, implement, and monitor the risk management plan for the Company. The Committee is responsible for monitoring and reviewing the risk management plan and ensuring its effectiveness. The Audit and Compliance Committee has additional oversight in the area of financial risks and controls. The major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. Further details have been covered in the integrated section of the Integrated Annual report 2025-26.

20. Particulars of Loans, Guarantees or Investments

The Company falls within the scope of the definition 'infrastructure company' as provided by the Act. Accordingly, the Company is exempt from the provisions of Section 186 of the Act with regards to Loans, Guarantees, Securities provided and Investments. Therefore, no details are required to be provided.

21. Related Party Transactions

In line with the requirements of the Act and the SEBI Listing Regulations, as amended, the Company has formulated a Policy on Related Party Transactions for identifying, reviewing, approving and monitoring of Related Party Transactions and the same can be accessed on the Company's website at https://ir.ihcltata. com/policvonrelatedpartvtransactions.pdf .

During the year under review, all Related Party Transactions that were entered into were in the Ordinary Course of Business and at Arms' Length Basis and were approved by the Audit and Compliance Committee. Transactions, which were repetitive in nature, were approved through omnibus route. None of the transactions with related parties are material in nature or fall under the scope of Section 188(1) of the Act. The information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014, as amended, in Form AOC-2 is not applicable to the Company for FY 2025-26 and hence, does not form part of this report.

22. Annual Return

As provided under Section 92(3), 134(3)(a) and Rule 12 of Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 for FY 2025-26 is available on the website of the Company at https://ir.ihcltata.com/annual-return-mgt-7-fy25-26. pdf .

23. Particulars of Employees

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

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Rules, a statement showing the names of top ten employees in terms of remuneration drawn and particulars of employees drawing remuneration in excess of the limits set out in the said Rules forms part of this report. Further, the report and the annual accounts are being sent to the Members excluding the aforesaid statement. In terms of Section 136 of the Act, the said statement will be open for inspection upon request by the Members. Any Member interested in obtaining such particulars may write to the Company Secretary at investorrelations@ihcltata.com .

24. Disclosure Requirements

As per SEBI Listing Regulations, the Corporate Governance Report along with the certificate from a Practicing Company Secretary certifying compliance with the conditions of corporate governance, and the Management Discussion and Analysis are attached as a separate section which forms a part of the Integrated Annual Report 2025-26.

In accordance with Regulation 34(2)(f) of the SEBI Listing Regulations, Business Responsibility and Sustainability Reporting (BRSR), covering disclosures on the Company's performance on Environment, Social and Governance parameters for FY 2025-26 in the prescribed format, is part of this

Integrated Annual Report 2025-26. Cross-reference is provided in relevant sections of this Integrated Annual Report 2025-26 with suitable references to the BRSR. In terms of the SEBI Listing Regulations, the Company has obtained, Reasonable assurance on BRSR Core Indicators from KPMG Assurance and Consulting Services LLP.

25. Secretarial Standards

The Company has in place proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by The Institute of Company Secretaries of India and such systems are adequate and operating effectively.

26. Deposits from Public

The Company does not accept and/or renew Fixed Deposits from the general public and shareholders. There were no over dues on account of principal or interest on public deposits including the unclaimed deposits at the end of FY 2025-26 (Previous year ^Nil).

27. Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo

Conservation of Energy : IHCL has a longstanding tradition of stewardship through the efficient management of its assets and resources. Our conscious efforts are closely aligned with the Tata ethos, which places communities and the environment at the heart of business operations. In line with IHCL's commitment to safeguarding the environment, IHCL continues to drive a structured transition towards clean and low-carbon energy under its Paathya 2.0 framework, aligned with the Tata Group's Project Aalingana and its net zero ambition.

The energy conservation strategy is guided by a clear decarbonisation approach which included reducing energy demand, improving efficiency, electrifying operations, and transitioning to renewable energy to ensure both environmental impact and operational resilience.

IHCL has undertaken multiple initiatives to enhance energy efficiency across its portfolios. These initiatives include:

- Deployment of IoT-based smart energy management systems across 15+ hotels.

- Implementation of advanced HVAC optimisation solutions.

- Roll-out of fossil-fuel-free laundry systems across 35+ hotels.

- Installation of Battery Energy Storage Systems (BESS).

- Adoption of green building practices and low-GWP (Global Warming Potentials) refrigerants.

These interventions have collectively enabled IHCL to avoid approximately 1,32,263 tCO 2 e emissions during FY2025-26.

Over the past eight years, IHCL's renewable energy contribution has increased significantly to 41% from 14%.

The Key initiatives towards this include:

- Renewable energy sourcing through long-term Power Purchase Agreements across 30+ hotels

- Solar and wind energy integration

- Deployment of 371+ EV charging stations across 125+ hotels.

Technology Absorption : IHCL continues to invest in multiple energy efficiency initiatives, including Internet of Things (IoT)-based projects, fossil-fuel-free laundry operations, and the installation of ground-mounted solar projects and battery energy storage systems (BESS). As the world undergoes rapid transformation, our sustainability goals will continue to evolve in line with industry growth and emerging societal needs.

IHCL operates in the hospitality sector where formal Research and Development ('R&D') investments are limited. During the year under review no expenditure was incurred for R&D purposes.

Foreign Exchange Earnings and Outgo:

- Earnings: ^802.51 crores (Previous Year ^733.28 crores)

- Outgo: ^80.54 crores (Previous Year ^81.65 crores)

28. Material changes and commitment affecting the financial position of the Company

There are no material changes affecting the financial position of the Company subsequent to the close of FY 2025-26 till the date of this report.

29. Significant and Material Orders Passed by The Regulators

During the year under review, no significant material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and the Company's operations. However, Members' attention is drawn to the Statement on Contingent Liabilities and Commitments in the Notes forming part of the financial statements.

30. Proceedings under Insolvency and Bankruptcy Code, 2016

During the year under review, there were no proceedings that were filed by the Company or against the Company, which are pending under the Insolvency and Bankruptcy Code, 2016, as amended, before National Company Law Tribunal or other Courts.

Integrated Annual Report 2025-26

31. Valuation

During the year under review, there were no instances of onetime settlement with any Banks or Financial Institutions.

32. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act)

The Company believes in providing a safe and harassment-free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the POSH Act, and the rules framed thereunder, including constitution of the Internal Committee. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the POSH Act and the same is available on the Company's website at https://ir.ihcltata.com/ poshpolicy.pdf .

Status of complaints as on March 31, 2026:

There were no complaints received during the year that remained pending for a period of more than ninety days.

33. Disclosures in relation to the Maternity Benefit Act, 1961

During FY 2025-26, the Company has complied with all the applicable provisions relating to the Maternity Benefit Act, 1961.

34. Integrated Annual Report

The Company continues its integrated reporting journey in the current financial year, guided by its purpose of Trust, Awareness and Joy. This marks the eighth year of publishing its Integrated Annual Report, prepared in alignment with the Framework issued by the IFRS Foundation reflecting the Company's ongoing commitment to transparency, value creation, and holistic reporting.

The Integrated Annual Report 2025-26 articulates the Company's performance across both financial and non-financial parameters illustrating how different 'capitals' are deployed to drive value creation, providing insights into the Company's long-term strategy and its commitment to creating value for all its stakeholders.

35. Acknowledgement

The Directors thank the Company's customers, vendors, investors, lenders, partners and all other stakeholders for their continuous support.

The Directors also thank the Government of India, Governments of various states in India, Governments of various countries and concerned Government departments and agencies for their co-operation.

The Directors appreciate and value the contribution made by all our employees and their families and the contribution made by every other member of the IHCL family, for making the Company what it is.

On behalf of the Board of Directors

Sd/-

N. Chandrasekaran

Chairman (DIN: 00121863)

Mumbai, May 11, 2026