BLACK BOX LIMITED — Interim / Quarterly Report 2022

Feb 10, 2022

Telephone: +91 22 6661 7272 | Email: marketing.india@blackbox.com

BBOX/SD/SE/2022/12

February 10, 2022

To,

Corporate Relationship Department Bombay Stock Exchange Limited P.J. Tower, Dalal Street, Fort, Mumbai 400001	Corporate Relationship Department The National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra East, Mumbai 400051

Sub: Outcome of the Board Meeting held on 10.02.2022

Ref: Black Box Limited (Formerly known as AGC Networks Limited)—Script Code: 5000463 NSE Symbol: BBOX

Dear Sir/Madam,

With reference to our letter no. BBOX/SD/SE/2022/10 dated February 3, 2022, regarding the meeting of the Board of Directors (“the Board”) of AGC Networks Limited (“the Company”) scheduled on February 10, 2022, we wish to inform you that the Board of Directors of the Company, at its meeting held today i.e. on February 10, 2022 has, inter-alia, decided on following business items:

1. Considered and Approved the Unaudited Financial Results (Standalone and Consolidated) of the Company for the quarter/period ended December 31, 2021. Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("LODR Regulations"), we are enclosing herewith the following:

2. a) Unaudited Standalone and Consolidated Financial Results of the Company, for the quarter/period ended December 31, 2021; and

3. b) Limited Review Report on the Unaudited Standalone and Consolidated Financial Results of the Company, for the quarter/period ended December 31, 2021.

4. Re-appointed Ms. RMJ & Associates LLP, Chartered Accountants as Internal Auditor of the Company for H1FY23.

5. Re-appointed Mr. Sanjeev Verma (DIN: 06871685) as Whole time Director of the Company for a period of 3 years with effect from February 15, 2022 on such terms and conditions as decided by the Board of Directors subject to necessary approvals.

Further Mr. Verma is not related to any of the existing Directors on the Board of the Company. Details under Regulation 30 of the SEBI Listing Regulations read along with SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015 is enclosed as Annexure A .

1. Approved the Notice of Postal ballot for seeking approval of the Members of the Company for reappointment of Mr. Sanjeev Verma (DIN: 06871685) as Whole time Director of the Company for a period of 3 years with effect from February 15, 2022. The Postal Ballot process will be conducted through remote e- voting facility provided by National Securities Depository Limited (“NSDL”).

BLACK BOX LIMITED (Formerly AGC Networks Limited)

Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

The Board Meeting commenced at 8.15 PM and concluded at 10.20 PM.

This is for your information, record and necessary action.

Thanking you.

Yours Faithfully, For Black Box Limited

(Formerly known as AGC Networks Limited)

Digitally signed by Aditya Goswami Aditya DN: cn=Aditya Goswami, c=IN, Goswami o=AGC NetworksLimited Date: 2022.02.10 22:26:47 +05'30'

Aditya Goswami Company Secretary & Compliance Officer Encl: A/a

BLACK BOX LIMITED (Formerly AGC Networks Limited)

Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

ANNEXURE A

Details under Regulation 30 of the SEBI Listing Regulations read along with SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015

Sr. No.	PARTICULARS	RESPONSE(S)
1	Reason for Change	Appointment
2.	Date of Appointment & term of Appointment	February 03, 2022 Aperiod of Three(3) years
3.	Brief Profile	Annexed asAnnexure B
4.	Disclosure of Relationships between Directors	Mr. Verma is not related to any of the existing Directors on the Board of the Company.

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BLACK BOX LIMITED (Formerly AGC Networks Limited)

Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

Annexure B

BRIEF PROFILE OF MR. SANJEEV VERMA

Mr. Sanjeev Verma is the Chief Executive Officer (CEO) & Wholetime Director (WTD) of Black Box Limited (Formerly known as AGC Networks Limited). Apart from holding the position of the WTD & CEO of the Company since February 2016, Mr. Verma holds employment and Directorship with AGC Networks Inc., USA, AGC Networks Pte. Ltd., Black Box Technologies Australia Pty Ltd, AGC Networks LLC, Dubai, AGC Networks LLC, Abu Dhabi, COPC Holdings Inc., Pyrios Pty Limited and Black Box Technologies New Zealand Limited. He is also the President & CEO of Black Box Corporation (100% subsidiary of Black Box) since its acquisition by Black Box on January 7, 2019.

He strongly believes in the philosophy of think global (as our clients do) but act locally where our relationships exist . Think Globally, Act Locally is his vision for Black Box .

Over his 13 year-stint at the Company, he has served as CEO (Americas) & President International operations where he led the Worldwide business and P&L of Black Box (except India); was earlier the President & Executive Director responsible for overall P&L & growth strategies and Executive Vice President of Global Sales & Business Operations, responsible for Global Sales & business operation and instrumental in building Black Box’s global expansion strategies. His resilient leadership skills has been an asset to the company’s roadmap in India and its expansion onto foreign shores.

Mr. Sanjeev is a technology veteran with over 2 decades of extensive global experience in the ICT domain. He has a highly successful track record in diverse set of management and leadership roles in the areas of business operations, sales & marketing, consulting, M&A and startup operations, globally. He is a visionary with a deep understanding of diverse geographies.

Prior to joining the Company, Mr. Sanjeev has held management positions at Wipro, 3D Networks (acquired by Wipro in 2006) & Global Tele Systems both in the United States & internationally.

BLACK BOX LIMITED (Formerly AGC Networks Limited) Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

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Walker Chandiok & Co LLP 11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Auditor’s Review Report on Consolidated Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Black Box Limited (formerly known as AGC Networks Limited)

• (the ‘Statement’) of Black Box Limited (formerly known as AGC Networks Limited) (the ‘Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as the ‘Group’) (refer Annexure 1 for the list of subsidiaries included in the Statement), for the quarter ended 31 December 2021 and the consolidated year to date results for the period 01 April 2021 to 31 December 2021, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time.

• This Statement, which is the responsibility of the Holding Company’s management and approved by the Holding Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting (‘Ind AS 34’), prescribed under section 133 of the Companies Act, 2013 (the ‘Act’), and other accounting principles generally accepted in India and is in compliance with the presentation and disclosure requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time. Our responsibility is to express a conclusion on the Statement based on our review.

• We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the Standards on Auditing specified under section 143(10) of the Act, and consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

29 March 2019 issued by the SEBI under Regulation 33(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), to the extent applicable.

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Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants

Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Black Box Limited (formerly known as AGC Networks Limited) Independent Auditor’s Review Report on Consolidated Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

1. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in Ind AS 34, prescribed under section 133 of the Act, and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including the manner in which it is to be disclosed, or that it contains any material misstatement.

2. We draw attention to Note 7 to the accompanying Statement, which describes the impact of COVID-19 pandemic on the Group’s operations and on accompanying Statement as at reporting date. In view of the uncertainties in the economic environment due to the outbreak of COVID-19 pandemic, the impact on the operations of the Group is significantly dependent on the future developments as they evolve.

3. We draw attention to Note 6 to the accompanying Statement, which describes the delay in remittance of import payments and repatriation of proceeds from export of goods and services, aggregating to Rs. 14.19 Crores and Rs. 14.16 Crores, respectively, by the Holding Company, outstanding as at 31 December 2021 beyond the timelines stipulated under the Foreign Exchange Management Act, 1999 as amended from time to time. The Holding Company’s management has filed necessary applications with the appropriate authority for extension of time period and condonation of such delays. The Holding Company’s management is of the view that the fine / penalty, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no adjustments have been made to the accompanying Statement in respect of the fine / penalty that may be levied on account of such delays.

Our conclusion is not modified in respect of matters reported in paragraphs 5 and 6 above.

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No:001076N/N500013

BHARAT Digitally signed by KOCHU BHARAT KOCHU SHETTY Date: 2022.02.10 SHETTY 22:14:00 +05'30'

Bharat Shetty Partner Membership No:106815

UDIN:22106815ABGTTL5300

Place: Mumbai Date: 10 February 2022

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Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Black Box Limited (formerly known as AGC Networks Limited)

Independent Auditor’s Review Report on Consolidated Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Annexure 1

List of entities included in the Statement (in addition to the Holding Company)

1. AGC Networks Pte. Ltd.

2. AGC Networks Philippines, Inc.

3. AGC Networks & Cyber Solutions Limited

4. AGC Networks LLC, Dubai

5. AGC Networks LLC, Abu Dhabi

6. AGCN Solutions Pte. Limited

7. BBX Main Inc.

8. AGC Networks LLC, USA

9. Black Box Corporation

10. ACS Dataline, LP

11. ACS Investors, LLC

12. BB Technologies, Inc.

13. BBOX Holdings Mexico LLC

14. BBOX Holdings Puebla LLC

15. Black Box A/S

16. Black Box Canada Corporation

17. Black Box Chile S.A.

18. Black Box Comunicaciones, S.A.

19. Black Box Corporation of Pennsylvania

20. Black Box de Mexico, S. de R.L. de C.V.

21. Black Box Deutschland GmbH

22. Black Box do Brasil Industria e Comercio Ltda.

23. Black Box E-Commerce (Shanghai) Co., Ltd.

24. Black Box Finland OY

25. Black Box France

26. Black Box Gmbh

27. Black Box Holdings Ltd.

28. Black Box International B.V.

29. Black Box International Holdings B.V.

30. Black Box Network Services (Dublin) Limited

31. Black Box Network Services (UK) Limited

32. Black Box Network Services AB

33. Black Box Network Services AG

34. Black Box Network Services Australia Pty Ltd 35. Black Box Network Services Co., Ltd. 36. Black Box Network Services Corporation 37. Black Box Network Services, Inc. – Government Solutions 38. Black Box Network Services India Private Limited 39. Black Box Network Services Korea Limited 40. Black Box Network Services New Zealand Limited 41. Black Box Technologies New Zealand Limited 42. Black Box Network Services NV 43. Black Box Network Services S.r.l.

35. Black Box Network Services SDN. BHD.

36. Black Box Network Services Singapore Pte Ltd

37. Black Box Norge AS 47. Black Box P.R. Corp.

38. Black Box Services Company

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Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Black Box Limited (formerly known as AGC Networks Limited) Independent Auditor’s Review Report on Consolidated Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Annexure 1 (Contd)

1. Black Box Software Development Services Limited

2. Delaney Telecom, Inc.

3. Norstan Canada, Ltd. / Norstan Canada, Ltée

4. Norstan Communications, Inc.

5. Nu-Vision Technologies, LLC

6. Black Box Network Services Philippines, Inc.

7. Black Box Technologies Australia Pty Limited

8. COPC Holdings Inc.

9. COPC Inc.

10. COPC International Inc.

11. COPC Asia Pacific Inc.

12. COPC International Holdings LLC

13. COPC India Private Limited

14. COPC Consultants (Beijing) Co. Limited

15. Fuji Soft Technology LLC

16. Fujisoft Security Solutions LLC

17. Pyrios Limited

18. Pyrios Pty Limited

19. BBX Inc.

20. Black Box Network Services Hong Kong Limited

21. Black Box Technologies LLC

22. Service Journey Strategies Inc.

23. Servicios Black Box S.A. de C.V.

24. Black Box Technologies Group B.V. (with effect from 16 December 2021)

25. Black Box Bangladesh Technologies Pvt. Ltd. (with effect from 21 November 2021)

26. Black Box Costa Rica S.R.L (with effect from 08 October 2021)

27. Black Box Network Services Colombia S.A.S. (with effect from 25 October 2021)

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Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

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Walker Chandiok & Co LLP 11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Auditor’s Review Report on Standalone Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Black Box Limited (formerly known as AGC Networks Limited)

1. We have reviewed the accompanying statement of standalone unaudited financial results (the ‘Statement’) of Black Box Limited (formerly known as AGC Networks Limited) (the ‘Company’) for the quarter ended 31 December 2021 and the year to date results for the period 01 April 2021 to 31 December 2021, being submitted by the Company pursuant to the requirements of Regulation 33 (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time.

2. The Statement, which is the responsibility of the Company’s management and approved by the Company’s Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting (‘Ind AS 34’), prescribed under section 133 of the Companies Act, 2013 (the ‘Act’), and other accounting principles generally accepted in India and is in compliance with the presentation and disclosure requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time. Our responsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the Standards on Auditing specified under section 143(10) of the Act, and consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

4. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in Ind AS 34, prescribed under section 133 of the Act, and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including the manner in which it is to be disclosed, or that it contains any material misstatement.

Page 1 of 2

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants

Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Black Box Limited (formerly known as AGC Networks Limited)

Independent Auditor’s Review Report on Standalone Unaudited Quarterly Financial Results and Year to Date Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

1. We draw attention to Note 6 to the accompanying Statement, which describes the impact of COVID-19 pandemic on the Company’s operations and on accompanying Statement as at reporting date. In view of the uncertainties in the economic environment due to the outbreak of COVID-19 pandemic, the impact on the operations of the Company is significantly dependent on the future developments as they evolve.

2. We draw attention to Note 5 to the accompanying Statement, which describes the delay in remittance of import payments and repatriation of proceeds from export of goods and services, aggregating to Rs. 5.03 Crores and Rs. 12.34 Crores, respectively, outstanding as at 31 December 2021 beyond the timelines stipulated under the Foreign Exchange Management Act, 1999 as amended from time to time. The management has filed necessary applications with the appropriate authority for extension of time period and condonation of such delays. The management is of the view that the fine / penalty, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no adjustments have been made to the accompanying Statement in respect of the fine / penalty that may be levied on account of such delays.

Our conclusion is not modified in respect of matters reported in paragraphs 5 and 6 above.

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No:001076N/N500013

BHARAT Digitally signed by BHARAT KOCHU KOCHU SHETTY Date: 2022.02.10 SHETTY 22:12:42 +05'30'

Bharat Shetty Partner Membership No:106815

UDIN:22106815ABGTLO8169

Place: Mumbai Date: 10 February 2022

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Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

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