RED HERRING PROSPECTUS Dated December 28, 2005 Please read Section 60B of the Companies Act, 1956 100% Book Built Issue ROYAL ORCHID HOTELS LIMITED Registered Office: Hotel Harsha, No.11, Park Road, Bangalore 560 051 Corporate Office: No.1, Golf Avenue, Adjoining KGA Golf Course, Airport Road, Bangalore 560 008 Tel: (91 80) 2558 4242; Fax: (91 80) 2509 2014; Contact Person: Mr. G. Tirupathi Rao, Company Secretary and Compliance Officer; E-mail:
[email protected] Website: http://www.royalorchidhotels.com (We were incorporated as Universal Resorts Limited, a public limited company under the Companies Act, 1956 on January 3, 1986. On April 10, 1997, our name was changed to Royal Orchid Hotels Limited.) PUBLIC ISSUE OF 6,820,000 EQUITY SHARES OF RS. 10 EACH FOR CASH AT A PRICE OF RS. [●] PER EQUITY SHARE AGGREGATING RS. [●] MILLION BY ROYAL ORCHID HOTELS LIMITED (“THE COMPANY” OR “ISSUER”) (THE “ISSUE”). THE ISSUE WOULD CONSTITUTE 25.04% OF THE FULLY DILUTED POST ISSUE PAID-UP CAPITAL OF THE COMPANY. PRICE BAND: Rs. 150 TO Rs. 165 PER EQUITY SHARE OF FACE VALUE Rs. 10 ISSUE PRICE IS 15 TIMES THE FACE VALUE AT THE LOWER END OF THE PRICE BAND AND 16.5 TIMES THE FACE VALUE AT THE HIGHER END OF THE PRICE BAND In case of revision in the Price Band, the Bidding/Issue Period will be extended for three additional working days after revision of the Price Band subject to the Bidding/Issue Period not exceeding 10 working days. Any revision in the Price Band and the revised Bidding/Issue Period, if applicable, will be widely disseminated by notification to the National Stock Exchange of India Limited (“NSE”) and the Bombay Stock Exchange Limited (“BSE”), by issuing a press release, and also by indicating the change on the website of the Book Running Lead Managers and at the terminals of the Syndicate.