Datamatics Global Services Limited — Capital/Financing Update 2018

Nov 13, 2018

Datamatics Global Services Limited

Regd Office Knowledge Centre, Plot No 58, Street No 17 MIDC, Andheri (East), Mumbal - 400 093. INDIA Tel +91 (22) 6102 0000/1/2 Fax +91 (22) 2834 3669 CIN i L72200MH1987PLC045205 www.datamatics.com

November 13, 2018

To, The Secretary Department of Corporate Services BSE Limited Phiroze Jeejeebhoy Towers, Murnbai —400001. Security Code: 532528

The Manager Listing Department National Stock Exchange of India Ltd Exchange Plaza, Bandra Kurla Complex. Bandra (E), Mumbai - 400 05 1. Symbol: DATAMATICS

Dear Sirs,

Sub. Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Reciuirements) Regulations, 2015 ['SEBI (LODR)'l

Pursuant to Regulation 30 of the SEBI (LODR), we hereby inform that on recommendation of the Audit Committee, the Board of Directors of Datarnatics Global Services Limited ('the Company') at its meeting held on November 12, 2018, has approved the sale and transfer of Robotics Process Automation business ('RPA Business') of the Company together with the related assets and liabilities, pertaining to the said business by way of slump sale on a going concern basis, to Datamatics Robotics Software Limited (also a 100% indirect subsidiary of the Company).

Further, the Company will enter into an Agreement to Sell with Datamatics Robotics Software Limited, for the sale and transfer of the RPA Business on such terms and conditions as may be agreed between the parties.

The Board is of the view that the sale of the RPA Business is a strategic decision and will be beneficial to the members of the Company. This will enable the Company to unlock value of the RPA technology forming part of the RPA Business.

As required under Regulation 30 of the SEBI (LODR), the requisite information is enclosed herewith as Annexure A.

Request you to kindly take the above on record.

Thanking You,

For Datamatics Global Services Limited

Divya Kurnat EVP, Chief Legal Officer & Company Secretary

Annexure A

Sr.No.	Particulars	Requisite Information
	The amount and percentage of theturnover or revenue or income andnet worth contributed by such unitof theentityordivisionlistedduring the last financial year.	The turnover of the RPA business wasRs. 7.34 crores being 2.17% of thetotal turnover of the Company for thefinancial year 2017-18.The sale does not constitute to be amaterial transaction for the Company.
	Date on which the agreement forsale has been entered into.	The Agreement for Sale of the RPABusiness will be entered into on andwith effect from December 01, 2018.
	The expected date of completion ofsale/ disposal.	Sale of the RPABusiness willbepursuant to the proposedcompletedAgreement for Sale by December 01,termssubjecttotheand2018,conditions of the said Agreement.
	Consideration received from suchsale/ disposal.	Consideration proposed to be receivedis approximately Rs. 2.75 crores subjectto change, if any, in the assets andof the RPApartliabilitiesformingBusiness at the time of executing theAgreement for Sale.
	Brief details of buyers and whetherany of the buyers belong to thepromoter/ promoter group/ groupcompanies. If yes, details thereof.	Datamatics Robotics Soware Limitedis a group company and a 100% indirectofDatamaticsGlobalsubsidiaryServices Limited.
	Whether the transaction would fallwithin related party transactions? Ifyes, whether the same is done at"arm's length".	Yes, the transaction falls within thetransactions.Thepartyrelatedtransaction is at arm's length and isconsiderationscommercialbasedonthenegotiationsbetweenbothandparties.

7.	Additionally, in case of a slump	Provided below.
	sale, indicative disclosures provided
	for amalgamation/ merger, shall be
	disclosedby theCompany with
	respect to such slump sale.
	Name of the entity!(ies) formingpart of the slump sale, details inbrief such as size, turnover, etc.	DatamaticsGlobalServicesLimited,Seller, have revenue from operations ofRs. 337.85 Crores and total equity ofRs. 447.24 Crores as on March 31,2018.
		Datamatics Robotics Software Limited,Buyer, has been incorporated on April20182018-19]09,[FYandwillcommence its operations subsequent topurchase of the RPA Business.
	Whether the transaction would fallwithin related party transactions? Ifyes, whether the same is done at"arm's length".	Refer Point No. 6 above.
	Area of business of the entity!(ies)	Datamatics Global Services Limited isan IT/ ITES software company whichprovides services related to consulting,informationtechnology andbusinessprocess outsourcing.
		The main object of Datamatics RoboticsSoftware Limited is to design, develop,advise, improve, manufacture, market,distribute, sell, license, lease, install,alter, import, export,implement andprovide consultancy services in relationsoftwareproductsprocess,toandimplementation of computer softwareand hardware systems, management ofprocessingandinformationdatadatacommunicationsystemsandsystems whether in India/abroad and toprovide annual maintenance contractsand subscriptions in relation to variousand process.

Rationale for sale	Datamatics Global Services Limited isan IT/ ITES software company withbusiness verticals. The RPAseveralBusiness that has been developed by theCompany, needs dedicated focus to beappropriately showcased and marketed,in India and rest of the world. As astrategic move, to enable the growth ofthe RPA Business segment and tap intoits potential, the Board of Directorshave decided to segregate the RPADatamaticsBusinessintoRoboticsThisSothvareLimited.movewillenabletheBusinessRPAtobeconsolidated under Company's 100%downsubsidiarystepUSAi.e.inDatamatics Robotics Software, Inc.
-case of cash considerationInotherwise,shareamount,orexchange ratio	considerationproposedbeCashtoapproximately2.75receivedisRs.crores subject to change, if any, in theassets and liabilities forming part of theRPA Business at the time of executingthe Agreement for Sale.
ofBriefdetailschangein(if any) ofshareholdingpatternlisted entity	changetheTherewillbenoinshareholding pattern of the Company asa result of the sale of the RPA Business.