Sonata Software Ltd. — M&A Activity 2019

Feb 11, 2019

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11[th] February, 2019

National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Mumbai Kind Attn: Manager, Listing Department Email Id: neaps@nse.co.in Stock Code - SONATSOFTW

Dear Sirs,

Re: Regarding clarification sought

This is with reference to your email dated 9[th] February 2019 seeking clarification about the “announcement submitted to the Exchange dated 8[th] February 2019”.

We would like to inform you that the Board of Directors has granted in-principle approval to merge the step-down subsidiaries in the US with the Sonata Software North America (SSNA), wholly-owned subsidiary of Sonata Software Limited (the Company). The financials of each of these stepdown subsidiary companies viz. Rezopia Inc., Halosys Technologies Inc., Interactive Business Information System Inc., are being consolidated with SSNA and the Company.

Also please note below our clarification for each points stated in the email:

Sl. No.	Particulars	Reply
1.	Brief details of change in shareholdingpattern (if any) of listed entity.	Therewillbenochangeintheshareholding pattern of Sonata SoftwareLimited
2.	In case of cash consideration amount orotherwise share entitlement/exchange ratio;	Not applicable. It is proposed to mergeRezopia Inc., Halosys Technologies Inc.,Interactive Business Information SystemInc., with Sonata Software North America,Inc, a wholly owned subsidiary of theCompany
3.	Rationale for amalgamation/ merger;	For the operational convenience in the US
4.	Area of business of the entity (ies);	Information technology and Computerservices activities
5.	Whether the transaction would fall withinrelated party transactions? If yes, whetherthe same is done at "arm's length"	Not applicable

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1. Name of the entity (ies) forming part of the Merger of Rezopia Inc., Halosys amalgamation/merger, details in brief such Technologies Inc., Interactive Business as, size, turnover etc Information System Inc., wholly owned subsidiaries of Sonata Software North America, Inc. which is wholly owned subsidiary of the Company.

Please take the same on record.

Thanking you,

Yours faithfully

For Sonata Software Limited

KUNDA Digitally signed by KUNDAN K LAL Date: 2019.02.11 N K LAL 16:23:52 +05'30'

Kundan K. Lal Company Secretary and Compliance Officer

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