Your Directors have pleasure in presenting the 30th Annual Report of the Company together with the Standalone and
Consolidated Audited Accounts for the year ended March 31, 2025.

1) Financial Results

The performance of the Company for the financial year ended March 31, 2025 is summarized below:

2) Company's Performance

On a standalone basis, the total revenue of the company for the year 2024-25 stood at Rs.461.32 crores as compared to
Rs.410.89 crores in the previous financial year. The positive business sentiment both in room sales and the food & beverage
segment continued into this financial year supported by patronage from Government departments and PSUs as also transient
customers.

Also, as per of the Company's policy to renovate / refurbish hotels to achieve the best in class customer satisfaction, the
company during the year has undertaken renovation of guest rooms and public areas at Taj Deccan, Hyderabad during the year
under review, an amount of Rs.9.97 crores was spent during the year.

The overall occupancy was 82% as against 83% in the previous year. The company achieved RevPAR of Rs. 7871 as against
Rs. 7461 in the previous year. The ARR of the company is Rs. 9633 as against Rs. 9035 in previous year.

3) Depreciation And Finance Costs

Depreciation for the year was lower at Rs.13.20 crores as compared to Rs.13.95 crores for the previous year. Finance costs
for the year ended March 31, 2025 was Rs.8.85 crores, which is lower by Rs.4.09 crores than previous year, on account of
repayment of term loans and better working capital management. The Company repaid all existing term loans during the
financial year and became a debt free as at March 31, 2025.

4) Financial Results OfJoint Venture (Jv) Company

The performance of Green Woods Palaces and Resorts Private Limited, the JV Company for the financial year ended 31st March,
2025 is as below:

The JV Company also reported the highest ever topline and Profit After Tax in the past 10 years and reported Reserves and
surplus of Rs.56.53 crores at the end of the year.

Consolidated Finance Results

On Consolidated basis, after considering the proportionate profit of the JV Company, the Company reported Profit After Tax
for the year 2024-25 was Rs.116.62 crores as compared to Rs.92.70 crores in the previous year.

5) Financial Statement

The audited Standalone and Consolidated Financial Statements of the Company, which form a part of this Annual Report,
have been prepared in accordance with the provisions of the Companies Act, 2013 ("Act"), Regulation 33 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and the
Indian Accounting Standards.

Consolidated financial statement of the Company which includes the company's share in Green Woods Palaces and Resorts
Private Limited (the JV Company) is attached.

6) Subsidiary / Associate Companies / Joint Venture Companies

As of March 31, 2025, the Company has Joint Venture Company viz. Green Woods Palaces and Resorts Private Limited
(CIN: U91990TG2001PTC036666).

As per the provisions of Section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014 and the
Companies (Indian Accounting Standards) Rules, 2015 (as amended). A separate statement containing the salient features of
the financial statements of the Joint Venture in Form AOC-1 is enclosed as Annexure-1 to this Report.

7) Transfer Of Amount To Reserves

The Board of Directors have decided not to transfer any amount to the General Reserve for the year under review.

8) Share Capital

During the year under review, there was no change in share capital of the Company.

9) Dividend

Your Directors are pleased to recommend for approval of the Members, a Dividend of Rs.2/- per share (i.e. 100%), on a paid-up
equity share of Rs.2/- each for the financial year 2024-25. The total dividend, that will be paid out will aggregate to Rs.12.54
crores for the financial year 2024-25 (Previous year i.e. 2023-24 was Rs.9.40 crores at 75%).

In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the
Company shall be taxable in the hands of the Members. The Company shall, accordingly, make the payment of the dividend
after deduction of tax at source.

The dividend is subject to approval of members at the ensuing AGM and shall be subject to deduction of income tax at source.
The dividend recommended is in accordance with the Company's Dividend Distribution Policy.

10) Dividend Distribution Policy

Pursuant to the requirements of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), the Dividend Distribution Policy of the Company is available
on the Company's website at http://www.tajgvk.in/i7dividend-distribution-policy.pdf.

11) Borrowings / Indebtness

The Company has become debt free and the loan pertaining to Yelahanka Bengaluru project i.e. Rs.200 Crores is not drawn as
at March 31, 2025. During the financial year under review, the company repaid Rs.66.48 crores.

12) Credit Rating

During the vear under review, vour Company's credit ratings are as below:

13) Public Deposits

During the year under review, the Company has not accepted or renewed any amount falling within the purview of provisions
of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014. Hence, the
requirement for furnishing of details relating to deposits covered under Chapter V of the Act or the details of deposits which
are not in compliance with the Chapter V of the Act is not applicable.

14) Particulars Of Loans, Guarantees And Investments Under Section 186 Of The Companies Act, 2013

The company has not given any Loans / Guarantees and not made any Investments during the FY 2024-25, as required under
the provisions of section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014,
the disclosure in the prescribed format is annexed as Annexure-2.

15) Related Party Transactions

To comply with the provisions of Section 188 of the Act and Rules made thereunder read with Regulation 23 of SEBI (LODR)
Regulations, your Company took necessary prior approval of the Audit Committee before entering into related party
transactions. All contracts / arrangements / transactions entered into by the Company during the Financial Year 2024-25
with related parties, as defined under the Act and SEBI (LODR) Regulations were in the ordinary course of business and on
arm's length basis.

During the year under review, your Company had not entered into any contract / arrangement / transaction with related
parties which could be considered material in accordance with the Policy of the Company for Related Party Transactions.

None of the transactions with any of the related parties were in conflict with the interest of the Company rather, these were
synchronized and synergized with the Company's operations. Related Party disclosures as per Ind AS 24 have been provided in
Notes to accounts annexed to the financial statements.

Your Company has framed a Policy on Related Party Transactions in accordance with the Act and SEBI (LODR) Regulations.
The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between
the Company and related parties. The policy is uploaded on website of the Company at http://www.tajgvk.in7i/Policy-on-
Related-Party-Transactions.pdf.

Pursuant to Regulation 23(9) of SEBI (LODR) Regulations, related party transactions are reported to the Stock Exchanges on
a half yearly basis.

Since all transactions which were entered into during the Financial Year 2024-25 were on arm's length basis and in the
ordinary course of business and there was no material related party transaction entered by the Company during the Financial
Year 2024-25 as per Policy on Related Party Transactions, hence no detail is required to be provided in Form AOC-2 prescribed
under Clause (h) of Subsection (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

16) Bengaluru Hotel Project

The Company has been allotted around 7.5 acres land in Yelahanka, Bengaluru for the hotel project. You company received
the final building approval from KIADB during December 2021. With this approval, all requisite approvals viz Fire Approval,
Environmental Clearance, Pollution Control Board approval, Height Clearance from Airports Authority of India, Ministry of
Defense Clearance, HAL height clearance were received by the company. The construction of the Hotel stated in August 2022
and the Hotel consists of 256 rooms and the project cost estimate is around Rs.326 crores. The Company had also tied up the
financial assistance from Federal Bank of Rs.200 Crores to part finance the Hotel Project and received approval from KIADB
for mortgage of lease hold rights to Lender.

As on the date of this report the company completed the civil structure and block works at the site. The orders for the
Mechanical, Electrical and Plumbing (MEP) and related works as well as room interior works were also released during the

year and are in an advanced stage of execution. While designs for public areas like main lobby, AH day Dining and the Grand
Ball room, Restaurants, Meeting rooms, SPA, Gym, Swimming pool etc., designs were finalized and work orders issued to
contractors for execution. The Company has also received approval from BESCOM for supply for power and the work for laying
the 11 KV dedicated line that is sourced from a nearest sub-station has also commenced. The company also applied to BWSSB
for water connection.

17) Hotel Renovation / Refurbishments
TAJ KRISHNA

The Company took up routine maintenance works of Back of the House areas during the financial year.

TAJ DECCAN

The Company completed the renovation of All Day Dining Restaurant, Specialty Restaurant and BAR at the hotel in the
financial year and taken up renovation of 24 Guest rooms and completed the entire works in July 2025.

18) Meetings of The Board of Directors

During the year, Five Board Meetings were held on 23.05.2024, 02.08.2024, 04.11.2024, 03.02.2025 and 12.03.2025. For details
of the meetings of the Board and its Committees, please refer to the Corporate Governance Report forming part of this Report.
The intervening gap between the meetings was within the period prescribed under the Act, Secretarial Standards - 1 (SS-1)
issued by the Institute of Company Secretaries of India and Listing Regulations.

19) Directors

Resignation / Cessation of Office of Director:

Mrs. G Indira Krsihna Reddy (DIN:00005230) retired as Managing Director of the Company on 24.04.2025 and the Board of
Directors placed on the record its appreciation for the invaluable contribution rendered by Mrs. G. Indira Krishna Reddy as
Managing Director of the company for the past 25 years.

Mr. M B N Rao (DIN:00287260) Non-Executive Independent Director of the Company will be completing his second term of
5 years as Independent Director on 03.08.2025 and the Board of Directors placed on record its appreciation for the services
rendered by Mr. M B N Rao during his tenure as Director of the Company. He ceased to be Independent Director from the close
of business hours on 03.08.2025.

Mr. D R Kaarthikeyan (DIN:00327907) Non-Executive Independent Director of the Company will be completing his second
term of 5 years as Independent Director on 03.08.2025 and the Board of Directors placed on record its appreciation for the
services rendered by Mr. D R Kaarthikeyan during his tenure as Director of the Company. He ceased to be Independent Director
from the close of business hours on 03.08.2025.

Director retiring by rotation:

In accordance with the provisions of Companies Act, 2013 and in terms of the Articles of Association of the Company, Dr. GVK
Reddy (DIN:00005212) and Mr. Anoop Vrajlal Mehta (DIN:00107044), Non-Executive & Non-Independent Directors are liable
to retire by rotation at the ensuing AGM and being eligible, offered themselves for re-appointment. The Board of Directors, on
the recommendation of Nomination and Remuneration Committee, recommended their re-appointment at the ensuing AGM.

Appointment:

Mrs. G Indira Krishna Reddy (DIN:00005230) was appointed as Additional Director of the company at the Board meeting
held on 12.03.2025 and designated her as Vice Chairperson. The company took the approval of the shareholders by passing
a special resolution through postal ballot for appointing her as Director liable to retire by rotation. The shareholders of the
company have approved the appointment of Mrs. G Indira Krishna Reddy (DIN:00005230) as Non-Executive Director under
the Promoter Category and designated as Vice Chairperson of the Company with effect from 25.04.2025, through postal ballot
approval dated 24.04.2025.

Mrs. Dinaz Noria (DIN:00892342), Non-Executive Independent Director of the Company completed her first term of 5 years
on 24.06.2025. The company proposes to re-appoint her for another term of 5 years and based on the recommendation of
the Nomination and Remuneration Committee and Board of Directors appointed and recommends, her re-appointment as
Independent Director of the company from 01.08.2025 to 31.07.2030, by passing a Special Resolution at ensuing AGM.

Mrs. Shalini Bhupal (DIN: 00005431), was appointed as Managing Director of the company for a period of 5 years w.e.f.
24.04.2025 on the recommendation of Nomination and Remuneration Committee, subject to the approval of the shareholders
at the ensuing AGM.

Mr. Krishna Ram Bhupal (DIN: 00005442), was appointed as Joint Managing Director of the company for a period of 5 years
w.e.f. 24.04.2025 on the recommendation of Nomination and Remuneration Committee, subject to the approval of the
shareholders at the ensuing AGM.

The Company also received i) consent in writing from all the above Directors to act as a Directors in Form DIR-2 pursuant
to Rule 8 of the Companies (Appointment & Qualification of Directors) Rules, 2014; ii) intimation in Form DIR-8 pursuant to
terms of the Companies (Appointment & Qualification of Directors) Rules, 2014, to the effect that they are not disqualified as
per Section 164(2) of the Companies Act, 2013; and iii) a declaration to the effect that he meets the criteria of independence as
provided under Section 149 of the Companies Act, 2013.

Sitting fee / Commission to Non-Executive Directors:

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with
the Company, other than sitting fees and reimbursement of expenses, if any incurred by them for the purpose of attending
meetings of the Board / Committee of the Company. During the Financial Year 2024-25 the company after taking the approval
from the shareholders paid remuneration to all Independent Directors for financial year 2023-24. The Company is proposing
to pay remuneration by way of commission for the financial year 2024-25 to all the Independent Directors subject to the
approval of members at the ensuing Annual General Meeting.

20) Key Managerial Personnel (KMP)

Pursuant to provisions of section 203 of the Act read with the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Key Managerial Personnel of the Company as on March 31, 2025 are as follows :

Mrs. Shalini Bhupal, Managing Director & CEO
Mr. Krishna Ram Bhupal, Joint Managing Director
Mr. J Srinivasa Murthy, CFO & Company Secretary

21) Performance Evaluation Criteria for Directors

Pursuant to the provisions of the Companies Act, 2013 read with Regulation 17(10) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board of Director has carried out Performance Evaluation of Directors individually
including the Independent Directors, Board as a whole and as well as the evaluation of the working of its Committees
namely Audit Committee, Nomination & Remuneration Committee, Stakeholder Relationship Committee, Risk Management
Committee and Corporate Social Responsibility Committee.

Further, to comply with Regulation 25(4) of SEBI (LODR) Regulations, in a separate meeting of Independent Directors, held
on 11.03.2025, performance of Non-Independent directors, performance of the Board as a whole and performance of the
Chairman was evaluated. The same was discussed in the Board meeting at which the performance of the Board, its committees
and individual directors was also discussed. Performance evaluation of Independent Directors was done by the entire Board,
excluding the Independent Director being evaluated.

The Chairman of the Board and the Nomination and Remuneration Committee reviewed the performance of the individual
directors on the basis of the criteria approved by the Board. The Directors noted that the results of the performance evaluation of
the Board and its Committees. Chairperson and individual directors indicated a high degree of satisfaction among the Directors.

22) Meeting of Independent Directors

A separate meeting of Independent Directors as required under the Schedule IV of the Companies Act, 2013 was held on
11.03.2025, without presence of Executive Directors. Such meeting was conducted to review and evaluate (a) the performance
of Non-Independent Directors and the Board as a whole, (b) the performance of the Chairperson of the company, taking into
account the views of Executive Directors and Non-Executive Directors and (c) assess the quality, quantity and timeliness
of flow of information between the company management and the Board that is necessary for the Board to effectively and
reasonably perform their duties. The Independent Directors expressed their satisfaction with the performance of Non¬
Independent Directors and the Board as a whole and the Chairman of the Independent Directors meeting briefed the outcome
of the meeting to the Chairman of the Board. The Independent Directors expressed satisfaction with the overall performance
of the Directors and the Board as a whole.

23) Independent Directors Declaration

The Company has received declarations from all Independent Directors that they meet the criteria of independence as laid
down under Section 149(6) of the Companies Act, 2013 (the Act) and the Listing Regulations.

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them
meet the criteria of Independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation
16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
('SEBI Listing Regulations'). In terms of Regulation 25(8) of SEBI Listing Regulations they have confirmed that they are not
aware of any circumstances or situation, which exist or may be reasonably anticipated, that could impair or impact their
ability to discharge their duties with an objective independent judgement and without any external influence. The Board of
Directors of the Company has taken on record the declaration and confirmation submitted by the Independent Directors after
undertaking due assessment of the veracity of the same. There has been no change in the circumstances affecting their status
as Independent Directors of the Company.

The Independent Directors of the Company have confirmed that they have registered names in the data bank of Independent
Directors maintained with the Indian Institute of Corporate affairs in terms of Section 150 of the Act read with Rule 6 of the
Companies (Appointment & Qualification of Directors) Rules, 2014.

24) Policy on Directors Appointment and Remuneration and other details

The Company policy on Director Appointment and Remuneration and other matters provided in the section 178(3) of the
Companies Act, 2013 has been disclosed in Corporate Governance Report, which is part of the report and is also available on
http://www.tajgvk.in/i/nomination-and-remuneration-policy.pdf.

25) Board and Committees of the Board

As on the date of approval of Directors' Report, following are the Committees of Board of Directors of the Company constituted
under Companies Act, 2013 and applicable of SEBI (LODR) Regulations.

a. Audit Committee

b. Nomination and Remuneration Committee

c. Corporate Social Responsibility

d. Risk Management Committee

e. Stakeholders' Relationship Committee

During the year under review, all recommendations of the Committees were approved by the Board. The number of meetings of
the Board and various Committees of the Board including composition are set out in the Corporate Governance Report which
forms part of this report. The intervening gap between the meetings was within the period prescribed under the provisions of
Section 173 of the Act and SEBI (LODR) Regulations.

26) Remuneration Policy

To comply with the provisions of Section 178 of the Act and Rules made thereunder and Regulation 19 of SEBI (LODR)
Regulations, the Company's Remuneration Policy for Directors, Key Managerial Personnel (KMP), Senior Management and
other Employees of the Company is uploaded on website of the Company at www.tajgvk.in under corporate policies. The Policy
includes, interalia, the criteria for appointment and remuneration of Directors, KMPs, Senior Management Personnel and
other employees of the Company.

27) Risk Management Committee

Your Company has implemented a mechanism for risk management and formulated a Risk Management Policy. The policy
provides for the creation of a risk register, identification of risks and formulating mitigation plans. Your Company has also
constituted a Risk Management Committee, details of which are disclosed in the Corporate Governance Report. As per the
governance process described in the Policy, the Risk Management Committee reviews the risk identification, risk assessment
and minimisation procedures on quarterly basis and updates the Audit Committee and the Board periodically.

The key risks impacting the Company are discussed in the Management Discussion and Analysis section forming part of this
Report.

28) Corporate Social Responsibility (CSR)

The Board has constituted a Corporate Social Responsibility ('CSR') Committee to monitor the implementation of CSR activities
of your Company and also has in place a Corporate Social Responsibility Policy, which is available on the Company's website at
http://www.tajgvk.in/i/CSR-Policy-2014-15.pdf.

The details of composition of the CSR Committee, CSR policy, CSR Initiatives, and activities undertaken during the year are
given in the Annual Report on CSR activities in Annexure-3 to this report.

29) Statutory Auditors

M/s.M. Bhaskara Rao & Co., Chartered Accountants (Firm Registration No.000459S) were re-appointed as Statutory Auditors
of the Company for a second term of Five (5) years, to hold office from the conclusion of the 27th AGM held in the year 2022,
until the conclusion of the 32nd AGM to be held in the year 2027.

Auditors Report

The Statutory Auditors have issued unmodified opinion in their Consolidated and Standalone Auditor's Report for the financial
year ended March 31, 2025 and there are no qualifications, reservations or adverse remarks in the Auditor's Report.

30) Internal Control Systems and their Adequacy

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope
and authority of the Internal Auditor is well defined in the company. To maintain its objectivity and independence, the Internal
Auditor reports to the Chairman of the Audit Committee of the Board.

The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control systems in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report
of Internal Auditor, process owners undertake corrective action in their respective areas and thereby strengthen the controls.
Significant audit observations and corrective actions suggested are presented to the Audit Committee of the Board.

31) Internal Auditors

The Board of Directors of the Company have appointed M/s. Ernst & Young LLP and M/s. Brahmayya & Co., Chartered
Accountants, as Internal Auditors for the Financial year 2024-25, and the Internal Auditors have presented the observations
to the Audit Committee at their meeting held on 13.05.2025.

32) Report on the Internal Financial Controls

Internal Financial Controls are an integrated part of the risk management process, addressing financial and financial reporting
risks. The internal financial controls have been documented, digitised and embedded in the business processes. Assurance on
the effectiveness of internal financial controls is obtained through management reviews, control self-assessment, continuous
monitoring by functional experts as well as testing of the internal financial control systems by the internal auditors during
the course of their audits. We believe that these systems provide reasonable assurance that our internal financial controls are
designed effectively and are operating as intended. The statutory auditors of the company have tested the financial controls
and they have not found any adverse/ non-compliance of the control mechanisms.

33) Secretarial Audit

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, your Directors have appointed M/s.Vidya Rani & Associates, Practicing Company Secretaries,
(Certificate of Practice No.15135), Hyderabad to undertake the Secretarial Audit of your Company for the financial year ended
31st March, 2025. The Secretarial Audit Report (Form MR-3) for the financial year ended 31st March, 2025, as required under
Section 204 of the Act and Regulation 24A of the SEBI Listing Regulations, is appended as Annexure-4 to this Report. The
Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Annual Secretarial Compliance Report:

The Company has undertaken an audit for the Financial Year ended 31st March, 2025 for all applicable compliances as per
Listing Regulations and Circulars / Guidelines issued thereunder. The Annual Secretarial Compliance Report duly signed by
M/s. Vidya Rani & Associates, Practicing Company Secretaries, has been submitted to the Stock Exchanges and is appended
as Annexure - 5 to this Report.

In accordance with the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 dated
December 12, 2024, the Secretarial Auditors shall now be appointed by the Members of the Company, on the recommendation
of the Board of Directors, for a period of five (5) consecutive years.

Based on the recommendation of the Audit Committee, the Board, at its Meeting held on 1st August, 2025, subject to the
approval of the Members of the Company, approved appointment of M/s.Vidya Rani & Associates, Practicing Company
Secretaries, (Certificate of Practice No.15135), Hyderabad as the Secretarial Auditors of the Company, for a term of five (5)
consecutive years, to hold office from Financial Year 2025-2026 upto Financial Year 2029-2030, on such remuneration, as
recommended by the Audit Committee and as may be mutually agreed between the Board of Directors of the Company and
the Secretarial Auditors from time to time.

Accordingly, consent of the Members is sought for approval of the aforesaid appointment of Secretarial Auditors, through the
resolution forming part of the Notice of the AGM.

34) Compliance with Secretarial Standards

Your Company has complied with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India
and adopted under the Act.

35) Reporting of Fraud by Auditors

During the year under review, the Statutory Auditors and Secretarial Auditors have not reported any instances of frauds
committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Act.

36) Extracts of Annual Return

As required by Section 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014,
for the Financial Year 2024-25 in the prescribed Form MGT-9, is available on the Company's website at http://www.tajgvk.
in/i/Annual-Return-MGT-9-2024-25.pdf.

37) Insurance

All properties and insurable interests of the Company including building, plant and machinery and stocks have been fully
insured.

38) Material Changes and Commitments affecting the Financial Position of the Company

There have been no material changes and commitments, since the closure of the Financial Year ended March 31, 2025 up to the
date of this Report, that would affect your Company's financial position.

There has been no change in the nature of your Company's business.

39) The details of significant and material orders passed by the Regulators or Courts or Tribunals impacting
the going concern status

No significant or material orders have been passed by the Regulators, Courts or Tribunals that impact the going concern status
and future operations ofyour Company.

40) Directors' Responsibility Statement

The financial statements are prepared in accordance with Indian Accounting Standards (Ind AS), the provisions of the Act (to
the extent notified) and guidelines issued by SEBI. Pursuant to the requirement under Section 134(5) of the Companies Act,
2013, with respect to the Directors' Responsibility Statement, the Board of Directors of the Company hereby confirms:

a. In the preparation of the annual accounts, the applicable accounting standards (Ind AS) had been followed and that no
material departures have been made from the same.

b. They have selected such accounting policies and applied them consistently and made judgments 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 i.e. March 31, 2025 and of the profit of the Company for that period.

c. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities.

d. that the Directors have prepared the Annual Accounts for the Financial Year ended March 31, 2025 on a going concern basis.

e. They have laid down internal financial controls for the company and such internal financial controls are adequate and were
operating efficiently, and

f. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.

41) INFORMATION TO BE FURNISHED UNDER RULE 5(1) OF COMPANIES (APPOINTMENT AND REMUNERATION
OF MANAGERIAL PERSONNEL) RULES, 2014

Disclosure of information under Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 in the Director's Report is Annexed to this Report.

42) Particulars of Employees

The information required under section 197 (12) ofthe Act read with Rule 5 (1) ofthe Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, is appended as Annexure to this report.

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as
required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is provided in a separate Annexure forming part of this report. Further, the report and the
accounts are being sent to the Members excluding the aforesaid Annexure. None of the employees listed in the said Annexure
is related to any Director / KMP of the Company. In terms of Section 136 of the Act, the said annexure is open for inspection
and any Member interested in obtaining a copy of the same may write to the Company

43) Vigil Mechanism

Your Company's Vigil Mechanism provides a formal mechanism to the Directors and Employees to report their concerns
about unethical behavior, actual or suspected fraud or violation of the Company's Code of Conduct or ethics policy. The policy
provides for adequate safeguards against victimization of Directors and Employees who avail of the mechanism and also have
provided them direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has
been denied access to the Audit Committee. The said policy is available on the Company's website at http://www.tajgvk.in/i/
Vigil-Mechanism-Policy.pdf under corporate policies.

44) Disclosure Requirements:

As per SEBI Listing Regulations, the Corporate Governance Report along with the Auditors' Certificate thereon, and the
Management Discussion and Analysis are attached, which forms part of this report. As per Regulation 34 of the SEBI Listing
Regulations, a Business Responsibility and Sustainability Report is attached and is a part of this Annual Report. Your Company
has formulated and adopted a Dividend Distribution Policy as envisaged under Regulation 43A of the SEBI (Listing Obligations
and Disclosures) Regulations, 2015 as part of its corporate governance practices. The policy is available on the Company's
website at http://www.tajgvk.in/i/dividend-distribution-policy.pdf.

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

45) 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.

46) Cost Auditors:

Maintenance of cost records as specified by the Central Government under Section 148 (1) of the Act is not applicable to the
Company

47) Prevention of Sexual Harassment at Workplace

The Company has always believed 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 Complaints 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 http://www.tajgvk.in/i/
TAJGVK-POSH-Policy.pdf.

The following is a summary of sexual harassment complaints received and disposed off during the year 2024-25 :

48) Other Information

i) MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion & Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of SEBI (LODR)
Regulations, forms part of the Annual Report.

ii) BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In accordance with the SEBI Listing Regulations, the Business Responsibility and Sustainability Report (BRSR) for the
year ended 31st March, 2025, forms part of this Report as Annexure-7. The same is available on the Company's website at
http://www.tajgvk.in/i/Annual-Report/BRSR2024-25.pdf.

iii) CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate
Governance requirements set out by Securities and Exchange Board of India. The report on Corporate Governance as stipulated
under the SEBI (LODR) Regulations is attached to this report. The certificate from M/s. Vidya Rani & Associates, Practicing
Company Secretaries confirming compliance with the conditions of corporate governance is also attached to the Corporate
Governance Report.

iv) ECONOMY AND MARKETS

Economy and markets for the year under review is given in the Management Discussion and Analysis Report. The Audit
Committee of the Company reviewed the Consolidated and Standalone Financial statements for the year under review at its
meeting held on 01.08.2025 and recommended the same for the approval of the Board of Directors.

v) HUMAN RESOURCES

Your Company operating in a competitive and dynamic environment places great importance in the overall training and
development of its employees, who make the decisive difference in the hotel industry. Your Company understands the
importance of having the right people with right skills, to deliver the strong and exceptional service and also requisite
expertise, which is the basis of our relationships with the guests.

To deliver that service and expertise, we are continuously improving our talent pool and are committed to training and
educating the future generation.

vi) LEARNING AND DEVELOPMENT:

The employees are encouraged to develop and manage their careers and this is facilitated by providing relevant Job training
and where appropriate, the Company encourages to fill vacancies with existing staff, when the employees are suitably
qualified and experienced.

The Company is committed to improve employee engagement and learning more about the needs of our employees. In
addition to our training and development programme, the Company also communicate frequently with the employees and
value highly the commitment of the employees and recognize the important role, the communication has in festering the
good working relationships.

The Company also ensure that employees are informed on matters relating to their employment and on financial and
economic factors affecting the company's business. At this same time we also seek feedback and Ideas from employees to
improve our operations.

The total strength of employees of your Company for the year under review was about 364 permanent employees which
includes Unit staff and Deputed staff and 549 employees on FTC and outsourced.

vii) QUALITY

Your Company's Hotel properties at Hyderabad, Chandigarh & Chennai are certified by Food Safety and Standards Authority of
India (FSSAI) for the desired norms in F&B operations and also TAJ Krishna, Hyderabad certified and assessed as meeting Gold
Certification requirements of the Earth Check Standards during the year under review.

viii) LISTING

The Equity Shares of your Company are listed on Bombay Stock Exchange Limited (Scrip Code: 532390) and National Stock
Exchange of India Limited (Scrip Code: TAJGVK). It may be noted that there are no payments outstanding to the Stock
Exchanges by way of Listing Fees. The company has paid the listing fee for the financial year 2024-25.

49) DISCLOSURE OF INFORMATION AS REQUIRED UNDER SECTION 134(3)(M) OF THE COMPANIES ACT, 2013 (ACT)
READ WITH THE COMPANIES (ACCOUNTS) RULES, 2014

(I) CONSERVATION OF ENERGY

The Company continued to focus on energy conservation measures during the year. Measures include replacement of
incandescent lights with low power consumption LED lights, compact fluorescent and IR lights, installation of solar films to
reduce heat loads. Besides these, operational measures were continued to reduce energy consumption by regulating chiller
set points according to ambient temperatures, minimizing steam consumption by optimizing steam utilization in kitchens and
laundries.

Some of the actions planned for next year include replacement of energy intensive pumps with high efficiency pumping
systems, replacement of energy intensive fans with energy efficient fans and the increased use of Secondary Treatment Plant
water for cooling towers. Operational measures include close monitoring and control of energy consumption and frequent
energy audits by the hotel Engineering Department.

Your Company remains focused on giving importance towards conservation of energy, which results in savings in consumption
of electricity, a significant component of the energy cost, in an ongoing process.

(II) TECHNOLOGY ABSORPTION

The Company continues to absorb and upgrade modern technologies and advanced hotel management techniques in various
guest contact areas, which includes wireless internet connectivity in all the hotels.

(III) FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 134(3) (m) of the Companies Act, 2013, read with Rule 2 of the Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988, the information relating to foreign exchange earnings and outgo is given
hereunder.

50) Acknowledgements

Your Directors would like to express their grateful appreciation for the assistance and cooperation received from customers,
bankers, suppliers, shareholders, Central and State Governments, other statutory authorities and others associated with the
Company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by
employees at all levels, during the year under review.

By order of the Board of Directors
For TAJ GVK Hotels & Resorts Limited

Place : Hyderabad Dr. GVK Reddy

Date : 01.08.2025 Non-Executive Chairman

DIN:00005212