Smartlink Holdings Limited — Board/Management Information 2021

Dec 10, 2021

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smartlink11 H O L D I N G s----

December 10, 2021

To,

To,

The Manager - Corporate Services The Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001

The Manager - Listing Department National Stock Exchange of India Ltd "Exchange Plaza", C-1, Block G, Bandra - Kurla Complex, Bandra (E), Mumbai - 400 051

Scrip Code: 532419

Scrip Code: SMARTLINK

Sub: Disclosure under Regulation 30 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ~~as~~ amended (the "Listing " - Regulations ) Outcome of the Board Meeting

Dear Sir,

The Reserve Bank of India (RBI) vide Circular No. RBI/2021-22/25/Ref,No.DoS.CO.ARG/SEC.01/ 08.91.001/2021-22 dated 27[th ] April, 2021, has issued Guidelines for Appointment of Statutory Central Auditors (SCAs)/Statutory Auditors (SAs) of Commercial Banks (excluding RRBs), UCBs and NBFCs (including HFCs) [the "RBI Guidelines"].

In view of the above, we wish to inform you that the Board of Directors of the Company at its Meeting held today i.e. December 10, 2021:

• a. Took note of the letter dated December 10, 2021, received from Mis MSKA & Associates, Chartered Accountants (Firm Registration Number 105047W) communicating their resignation as Statutory Auditors of the Company with effect from December 10, 2021, being ineligible to continue as Statutory Auditors of the Company as they have reached the maximum limit for the number of audits to be undertaken in the current financial year 2021-22 pursuant to aforesaid RBI Guidelines read along with the Frequently Asked Questions issued by RBI in relation thereto. A Copy of the letter intimating their resignation is enclosed as 'Annexure I'. The information to be obtained by the Company from the Statutory Auditors in respect of their resignation pursuant to SEBI Circular No. CIR/CFD/CMD 1/114/2019 dated 18[th ] October, 2019 is enclosed as 'Annexure II'.

The Audit Committee and Board of Directors of the Company noted that the exiting Statutory Auditors have not raised any concern or issue and there is no reason other than as stated in their resignation letter dated December 10, 2021. Further, the Audit Committee and Board of Directors at their respective Meetings placed on record their deep appreciation for the services rendered by Mis MSKA & Associates, Chartered Accountants, during their tenure as Statutory Auditors of the Company.

• On the recommendation of the Audit Committee, approved the appointment of Mis Shridhar & Associates, Chartered Accountants having Firm Registration No. 134427W as the Statutory Auditors of the Company, with effect from December 10, 2021, subject to approval of the Members.

• b.

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SMARTLINK HOLDINGS LIMITED

Land Phone: +91 22 4938 6666 ' ' ' Corporate Office: 215 Atrium, 2nd Floor, B-Wing, Courtyard Marriott Compound, Andheri-Kurla Road Andheri (E) Mumbai_ 400 093 INDIA

Registered Office: L-7, Verna Industrial Estate, Verna, Salcete, GA, 403722, IN I Land Phone: +91 832 2885400 I Fax: +91 832 2783395

investors@smartlinkholdings.com I www.smartlinkholdings.com

DIGISDL §VNEGRA" TELES MART. C,

CIN: L67100GA1993PLC001341

smartlink■ H O L D I N G s----

The Company would be seeking the approval of the Members for the appointment of Mis Shridhar & Associates, Chartered Accountants, as aforesaid, by a Postal Ballot in accordance with Section 110 of the Companies Act, 2013 and the Companies (Management and Administration) Rules, 2014 read with General Circulars dated 8th April, 2020, 13th April, 2020, 15th June, 2020, 28th September, 2020, 31 st December, 2020 and 23 rd June, 2021, issued by the Ministry of Corporate Affairs.

The Details as required under SEBI Circular No. CIR/CFD/CMD/4/201S are given in 'Annexure III' to this letter.

This intimation is also being uploaded on the Company's website at https:/ /www .smartlinkholdings.com/.

The Board meeting commenced at 12:30 hours and concluded at 12:55 hours.

Request you to kindly take note of the same and acknowledged the receipt.

Thanking You,

Yours Faithfully,

For SMARTLINK HOLDINGS LIMITED

�AMLE

COMPANY SECRETARY

SMARTLINK HOLDINGS LIMITED

Land Phone: +91 22 4938 6666 ' ' ' Corporate Office: 215 Atrium, 2nd Floor, B-Wing, Courtyard Marriott Compound, Andheri-Kurla Road Andheri (E) Mumbai_ 400 093 INDIA

Registered Office: L-7, Verna Industrial Estate, Verna, Salcete, GA, 403722, IN I Land Phone: +91 832 2885400 I Fax: +91 832 2783395

investors@smartlinkholdings.com I www.smartlinkholdings.com

DIGISDL C,

eVNEGRA'

TELES MART"

CIN: L67100GA1993PLC001341

Annexure - I

701, Kamat Towers 9, EDC Complex, Patto Plaza Panaji, Goa 403001, INDIA Tel: +91 832 674 1600

MSKA & Associates Chartered Accountants

To, Board of Directors Smartlink Holdings Limited L-7, Verna Industrial Estate, Verna Salcete, Goa 403722

Subject: Resignation from Statutor Auditors of Smartlink Holdings Limited

We, MSKA ft Associates (ICAI Firm Registration No.105047W) were appointed as the Statutory Auditors of the Company to perform the audit of financial statements of the Company for the Financial Years 2018-2019 to 2022-2023 at its Annual General M ting held on August 07, 2018.

Pursuant to RBI Circular No.DoS.CO.ARG/SEC.01 /08. 91.001 /2021-22 dated April 27, 2021, we would like to inform you that we have reached the maximum limit for the number of audits to be undertaken in the current financial year 2021-22. Hence, we will not be able to continue as the Statutory Auditors of the company for the financial year 2021-22. Accordingly, we tender our resignation.

We take this opportunity to reiterate our appreciation to the management of the company for the co-operation extended to us.

Should you require any assistance, please feel free to contact us.

Yours Sincerely,

For MSKA & Associates

Chartered Accountants ICAI Firm Registration No. 105047W

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Darryl Frank Partner Membership No. 104096 Date: December 10, 2021 Place: Panaji, Goa

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H<>ad Office: l,02, Floor(, Raheja Titanium, Western Exp,� Highway, Geeumjall Railway Colony, Ram Hagar, Gor"1JIIOf1 (E), Mumbai 400 Ahmedabad I Bengaluru I Chennal I Goa I Gurugram I Hyderabad I Koehl I Kolkata I Mumbai I Pune

3, tNDIA, Tel: +91 U 61131 1600 ww .mka.ln

Annexure - II

MSKA & Associates Chartered Accountants

Annexure A

Disclosure of information from the statutory auditor upon resignation

- pss ' - -' C : * q~~X~~ �1.. ered aC -	Sr. No. 1 . 2.	Sr. No. 1 . 2.	Particulars Name of the listed entity/material subsidiary	Particulars Name of the listed entity/material subsidiary	Particulars Name of the listed entity/material subsidiary	Particulars Name of the listed entity/material subsidiary		Details Smartlink Holdings Limited	Details
			Details of the Statutor Auditor a. Name b. Address					MSKA f Associates 701, Kamat Towers, 9 EDC Complex, Patto, Panaji Goa 403 001 0832 6741600 darrlfrank�mska.in
					Address
	3.			c.
						withthelisted
				a. Date on which statutoryauditor was appointed				August 07,2018
			b. Date on which term of the statutory auditor was scheduled to expire					Conclusionof theCompany's30~~th~~ Annual General N ting to be held in theyear 2023.
	4.		c. Prior to resignation, the latest audit report/limited review report by the auditor and date of submission Detailed reasons for resignation:					Audit report for the year ended March 31, 2021 dated June 30, 2021, and Limited Review Report for the quarter and half year ended Septembr 30, 2021 dated November 1, 2021 Due to reaching of maximum limits for the number of audits to be undertakenforthefinancialyear 2021-22 pursuant to RBI Circular No. DoS.CO.ARG/SEC.01 /08. 91.001 /2021- 22 dated April 27,2021
	5.		In case of any concerns, efforts made by the auditor prior to resignation (inluding approaching the Audit Committee/Board of Directors along with the date of communication made to the Audit Committee/Board of Directors)					Not Applicable
	6.		In case the information requsted by the auditor wasnot provided,thenfollowingshallb disclosed:					Not Applicable
	a. Whether th inabilitytoobtain sufficient appropriateaudit evidence wasdue to a management-imposed limitation or circumstancesbeyondthecontrolofthe ~~�~~ management.
	>' b. Whether the lack of information would have r ( significant impact on the financial ~~J.r1~~ statements/results.
	~~-~~ C. Whether the auditor has prformed alternative procedures to obtain appropriate evidence for

Head Office: 602, Floor 6, Raheja Titanium, Western Express Highway, Geetanjali Railway Colony, Ram Nagar, Goregaon (E), Mumbaf 400 3, INDIA, Tel: +91 22 6831 1600 Ahmedabad I Bengaluru I Chennal I Goa I Gurugram I Hyderabad I Kochi I Kolkata I Mumbai I Pune www.n1k<.ln

MSKA & Associates Chartered Accountants

Sr. No.	Particulars	Details
	the purposes of audit/limitedreview aslaid down in SA 705(Revised)
	d. Whether the lack of information was prevalent in the previous reported financial statements/results. If yes, on what basis the previou audit/limited review reportswere issued.
7.	Anyother facts relevant to the resignation:	Non

Declaration

1. We hereby confirm that the information given in this letter and its attachments is correct and complete.

2. We hereby confirm that there is no other material reason other than those provided above for resignation of my firm.

For MSKA & Associates

Chartered Accountants ICAI irm's Registration No: 105047W . c-:: ;--'

Darryl rank Partner Membership No: 104096

Date: December 10, 2021 Place: Panaji, Goa

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Head Office: 602, Floor 6, Raheja Tilllnium, Western Express Highway, Geet11nj11ll Railway Colony, Rom Hagar, Goregaon (E), Mumbai 400 63,[I] ND[I] A, Tel: +91 22 6a31 1600 Ahmedobod I Bengoluou I Chennal I Go,, I Gurugrdm I Hyderabad I Koehl I Kolkata I Mumbai I Pune www.msk.11c '!! .msk.11c '!! msk.11c '!! sk.11c '!!

www.msk.11c '!! .msk.11c '!! msk.11c '!! sk.11c '!!

HO L D I N G s---- smartlink■

		Annexure III
	Details as required under SEBI Circular No. CIRCFD/CMD/4/2015
SI. No. Particulars		Disclosure
1.	Reason fr Change	Reason fr Resignation of Mis MSK & Associates, Chartered Accountants, as Statutor Auditors of the
		Company
		Pursuant to RI circular RI/2021-22/25
		Ref.No.DoS.CO.ARG/SEC.0l/08.91.001/2021-22 dated April 27,
		2021,_Mis_MSKA & Associates, Charered Accountants being ineligible to continue as Statutor Auditors of the Company fr F.Y. 2021-22 have vide their leter dated December 10, 2021, intimated their resignation as statutory auditors of the Company efective December 10, 2021.
		Reason fr Appointment of Ms Shridhar & Associates, Chartered Accountants, as Statutor Auditors of the
		Company
		As per the RBI Guidelines,_Mis_MSKA & Associates being
		ineligible to continue as Statutory Auditors of the Company as they have reached the maximum limit fr the number of audits of NBFC's to be undertaken in the current fnancial year 2021-22,
		the Board of Directors, on the recommendmion of the Audit
		Committee have considered and recommended to the members of
		the Company, the appointment of Mis Shridhar & Associates, Chartered Accountants as the statutory auditors of the Comany in casual vacancy fr a period of Five consecutive years to audit the Financial Statements of the Company fr F.Y. 2021-22,
		2022-23, 2023-24, 2024-25 and 2025-26. The said appointment is
		subject to approval of Members of the Company.
2	Date of Cessation	_Mis_MSK & Associates, Chartered Accountants resigned as statutor auditors of the Company w.e.f. December 10, 2021.
3	Date of Appointment_I_	The term of Appointment of_Mis_Shridhar & Associates,
	Tenure	Chartered Accountants having Firm Registration No. 134427W, Statutor Auditors shall be fr a period of Five consecutive
		Financial Years ending 31stMarch, 2022, 31stMarch, 2023 and
		31stMarch, 2024, 31stMarch, 2025 and 31stMarch, 2026.
		Pursuant to Section 139 (8)(i) of the Companies Act, 2013,Mis Shridhar & Associates, Charered Accountants having Fir Registration No. 134427W Statutor Auditors of the Company, shall hold ofce commencing fom December 10, 2021 upto the conclusion of the 29tAnnual General Meeting to be held fr the
SMAI:TI ll I 1n1 nn,11c 1 ... 1TCn F.Y 2022. t Registered Ofice _ :L-7, Ve�na ,:d�strial �stat� Verna, Salcete, GA, 403722, INILand Phone: +91832 2885400IFax: +91� Corporate Ofice·215 Atrium, 2nd Floor, B-Wing, Courtyard Marriott Compound, Andheri-Kurla Road Andheri (E) Mumbai - 400 093 INDIA Land Phone: +91 22 4938 6666 ' ' '
investors@smartlinkholdings.comIwww.smartlinkholdings.com

DIGISDL E)

§VNEGRA

TELES MART.

CIN: L67100GA1993PLC001341

smartlink■ H O L D I N G s----

At the 29[th ] Annual General Meeting to be held for the F. Y 2022, the Statutory Auditors would be further appointed for a period of Four consecutive years to hold office from the conclusion of the 29[th ] Annual General Meeting till the conclusion of the 33[rd] Annual General Meeting of the Company to be held in the year 2026. 4 Brief Profile Mis Shridhar & Associates (SAA) Shridhar & Associates is a Peer Reviewed Chartered Accountants Firm with Headquarters in Mumbai registered with the Institute of Chartered Accountants of India with Registration No. 134427W having 16 years of experience. It is empaneled with Indian Banking Association. SAA is professionally equipped firm which provides a full range of end-to-end solutions in BFSI sector. SAA has strong team of CAs/CSs/ CP ND ISA qualified professionals having in depth knowledge across auditing, accounting advisory, finance, valuations, IT, Mergers Acquisitions Restructuring. SAA has 3 offices in Mumbai, Delhi, and Bangalore & 7 international joint ventures in 6 locations USA, UK, Mauritius, Dubai, Hongkong and Singapore which provide services to MNC clients.

SMARTLINK HOLDINGS LIMITED

Registered Office: L-7, Verna Industrial Estate, Verna, Salcete, GA, 403722, IN I Land Phone: +91 832 2885400 I Fax: +91 832 2783395

Corporate Office: 215 Atrium, 2nd Floor, B-Wing, Courtyard Marriott Compound, Andheri-Kurla Road, Andheri (E) Mumbai -400 093 INDIA' '

investors@smartlinkholdings.com I www.smartlinkholdings.com Land Phone: +91 22 4938 6666

() DIGISDL

§VNEGRA.

TELES MART'

CIN: L67100GA1993PLC001341