Quess Corp Limited — Capital/Financing Update 2019

Apr 17, 2019

A pri I I 7. 20 I 9

The General Manager Department of Corporate Services, BSE Limited, Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001

The Manager Listing Department. National Stock Exchange of India Limited, "Exchange Plaza .. , Bandra-Kurla Complex, Bandra (E), Mumbai - 400051

Scrip Symbol: QUESS

Scrip Code 539978

Dear Sir I Madam

• Sub: Additional investment in Conneqt Business Solutions Limited ("CBSL"), ^a subsidiary of Quess Corp Limited ("Quess")
• Ref: Regulation 30 of the SE.BI (Listing Obligations and Disclosure Requirements) Regulation, 2015

This is to inform you that, we, the Board of Directors of Quess, at our meeting held today i.e., April 17, 2019, considered and approved additional investment of: (a) INR 193.10 Crores by way of subscription to equity shares to be issued and allotted by CBSL (the .. Equity Subscription"); and (b) Not exceeding INR 210 Crores by way of subscription to compulsorily convertible debentures ( .. CCDs") to be issued and allotted by CBSL (together with the Equity Subscription, the .. Proposed Transaction"). Pursuant to the Equity Subscription, the total shareholding of Quess in CBSL will increase from 51 % to 70%. The foregoing shareholding ofQuess in CBSL may further increase on conversion of the CCDs.

The information required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CM D/4/2015 dated 9th September, 2015 is enclosed with this letter.

We request you to take the above disclosure on your record.

Thanking You,

Yours sincerely, For Quess Corp Limited

?

Kundan K Lal Company Secretary & Compliance Officer Encl. a/a

Information required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015, dated September 09, 2015.

SI. No	Particulars	Details
I.	of entity, 111 brief Name the details target such size, turnover etc.; as	(CBSL) Conneqt (formerly Name: Business Solutions Limited Support Services Limited). known Tata Business as is a subsidiary of Quess Business: CBSL Corp Limited (Quess) and is engaged in the business of Business Process Outsourcing Services including Contact Center Services. It also provides office for application processing, operations back solutions and banking, collection, legal remedial, accounting finance and services. These services the in cater to customers telecommunications, entertainment media, automobile, manufacturing, retail, financial services insurance banking, and (BFSI sector). Size CBSL has 11 O+ clients from Telecom & & Turnover: Media, Retail, Manufacturing and BFSI industries India, across Europe, 9 centers North America & committed Affirmative to [Business Action and rural 4 data for BCP centers, centers Continuity Plan]; certified ISO 9001, ISO 27001 & ITIL on compliant, 36 multilingual services in 24 Indian and 12 global delivery languages, locations and 29 400+ centers across 30,000+ Associates. of CBSL The Revenue from operations March 31, 2018 is as on INR 739.3 Crores.
2.	Whether the acquisition would fall within transaction(s) related whether and the party promoter/ group/ promoter group companies entity have interest in the any being acquired? If of interest nature yes, and details thereof and whether the is same done at "arm's length";	The Proposed Transaction would fall within related party is a subsidiary of Quess, The Proposed transactions since CBSL is being undertaken length basis. Transaction arm's an on of Companies of Quess The and group/group promoter promoter do have interest in CBSL, the entity being acquired. not any
3.	Industry to which the entity being acquired belongs;	Business Process Services.
4.	Objects acquisition and effects of (including but limited disclosure of not to, acquisition entity, for of if target reasons its business is outside the main line of business of the listed entity);	offerings fills strategic Quess' CBSL in related to gap • a Life Cycle Management ("'CLM") Business Customer and The additional Process Management ("'BPM") space. acquisition will selling opportunity provide significant cross people for Quess its technology, and service across business.

www.qucsscorp com Quess Corp Limited Ouess House. 3/3/2. Bellandur Gate. Sarjapur Road.Bcng.:iluru-560103. Karnataka. lnd,a Tel, •91 ⁸⁰ 610!:> ^{6001 I} connect@quesscorp.com ^I CIN No.L74140KA2007PLCOl.3909

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SI. No	Particulars	Details
		channel, [Customer CBSL's digital Omni CRM led • Relationship Management] social solutions and media compelling proposition clients provide value to to a diverse seamlessly customer across manage experience platforms. This is also This is an EPS accretive transaction. all cash • an capital of Quess. with dilution to share deal no
5.	governmental Brief of details any or regulatory approvals required for the acquisition;	Not Applicable.
6.	for of Indicative time period completion the acquisition;	90 days
7.	of consideration whether cash Nature - consideration share and details of swap or the same;	Cash Consideration of INR 193.1 Crores. In the form of by investment Equity further invcstment of in and way a Crores. subscription of CCDS exceeding 210 INR not
8.	price at of acquisition which Cost the or shares acquired; the are	As above
9.	Percentage of shareholding I control acquired of and I number shares or acquired;	shareholding of Quess in CBSL will increase from 51% Total to Equity Subscription. The foregoing 70% the pursuant to shareholding of Quess in ('RSI, further increase account may on of conversion of the CCDs.
10.	background about Brief the entity acquired of in of products/I ine business terms acquired, of incorporation, history of date in which last 3 years the country turnover, entity has acquired and other presence any significant information (in brief);	incorporated on Currently, CBSL 14, 1995. is CBSL March was following providing industries Telecom & services the to - Media, Retail, Manufacturing & BFSI. offerings across CBSL has a wide portfolio of service CLM and It has of Tata and non-Tata clients with 8PM. a roster marquee long relationship tenure industry vertical. the across Key Financials (In Rs. Crores) I I I I 2017 2018 Particulars FY 2016 FY FY I I I I 627.9 672.7 7391 Revenue
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