Notice of Extraordinary General Meeting to the members of Oravel Stays Ltd.- June 18, 2024

25 May 2024

A notification for an Extraordinary General Meeting (EGM) has been issued to the members of Oravel Stays Ltd. (OYO), which will be held through Video Conference ("VC") or Other Audio-Visual Means ("OAVM"). This meeting is scheduled for Tuesday, June 18, 2024, at 5:30 PM, to deliberate and transact the following matters:-

• To alter and increase of authorized share capital of the company
  • To modify and increase the company's authorized share capital from INR 9,01,13,59,300/- to INR 13,41,13,59,300/- with the inclusion of 44,00,00,000 Series G CCCPS of INR 10 each. 
  • To consider and, if deemed appropriate, to pass this resolution as an Ordinary Resolution.
• To create, offer and issue 14,37,41,379 Series G Fully and Compulsory Convertible Cumulative Preference Shares to InCred Wealth and Investment Services Pvt. Ltd.
  • To create, offer, and issue 14,37,41,379 Series G CCCPS with a face value of INR 10 each, for cash, at an issue price of INR 29 per share, amounting to a total consideration of up to INR 4,16,85,00,000 to InCred Wealth and Investment Services Pvt. Ltd. through a private placement. These shares will have a minimum preferential dividend rate of 0.01% per annum. Each Series G CCCPS can be converted into Equity Shares on a 1:1 basis at any time at the option of the holder. Subject to legal compliance, each Series G CCCPS will automatically convert into Equity Shares at the current conversion price upon the earliest of: 
    • (i) One day before the 20-year anniversary of the Series G CCCPS issuance date; or
    • (ii) In connection with an IPO, before the company files a prospectus (or equivalent document) with the competent authority, or at a later date if permitted by law. 
  • To consider and, if deemed appropriate, to pass this resolution as a Special Resolution, with or without modifications.

The Company has set Tuesday, June 11, 2024, as the "Cut-Off Date" to determine member's eligibility for remote e-voting or e-voting at the EGM. The e-voting commences on Friday, June 14, 2024, at 9:00 AM (IST) and concludes on Monday, June 17, 2024, at 5:00 PM (IST).