Updater Services Limited

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Redefining Business

Services

July 23, 2024

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BSE Limited (BSE)	National Stock Exchange of India Limited (NSE)
Corporate Relationship Department	Listing Department
Phiroze Jeejeebhoy Towers,	Exchange Plaza, 5th Floor, Plot No. C/1,
25th Floor, Dalal Street,	G Block, Bandra Kurla Complex, Bandra (East),
Mumbai- 400001	Mumbai — 400051
BSE Scrip Code: 543996	NSE Code: UDS

Dear Sir/Madam,

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations 2015 - Amalgamation / Merger of wholly-owned Subsidiary Companies

This is with reference to our earlier intimation letter dated 20th May 2024. The board of directors of the Company in its meeting held on May 20, 2024 had discussed and principally approved the merger of two of its wholly-owned subsidiaries i.e., merger of Integrated Technical Staffing Solutions Private Limited (‘Transferor Company’) with Wynwy Technologies Private Limited (‘Transferee Company’).

Pursuant to the transfer of all shares of Integrated Technical Staffing and Solutions Private Limited by Updater Services Limited to Wynwy Technologies Private Limited as disclosed under the letter dated 27[th] June, 2024, the merger of the aforesaid companies is being undertaken under Section 233 of the Companies Act, 2013 (as the merger is between a Holding and its wholly owned subsidiary).

23[rd] July 2024 and shall be filed with the authorities for inviting their objections/suggestions. The details of the scheme is attached herewith as an Annexure.

We request you to kindly take the same on records.

Thanking You,

Yours faithfully,

For Updater Services Limited

Digitally signed by SANDHYA SANDHYA Date: 2024.07.23 19:05:32 +05'30'

Sandhya Saravanan Company Secretary and Compliance Officer

Updater Services Limited

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Corp. office & Regd. Office: 1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I [email protected] I [email protected] I www.uds.in I CIN L74140TN2003PLC051955

Our Values : happy people I clear purpose I better everyday I do good I balance all

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Annexure

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----- Start of picture text ----- S.no Details of events that Information of such event(s)need to be provided1 Name of the entity(ies) (a) Name of the entitiesforming part of theamalgamation/merger, Transferor Company: Integrated Technical Staffing and Solutions Privatedetails in brief such as, Limited (wholly owned subsidiary of Wynwy Technologies Private Limitedsize, turnover etc.; and step-down subsidiary of Updater Services Limited)Transferee Company: Wynwy Technologies Private Limited (wholly ownedsubsidiary of Updater Services Limited)(b) Details of AmalgamationThe scheme of amalgamation provides for amalgamation between twogroup companies of Updater Services Limited under Section 233 of theCompanies Act, 2013, Integrated Technical Staffing and Solutions PrivateLimited (‘Transferor Company’) into Wynwy Technologies Private Limited(‘Transferee Company’).(c) Turnover/Revenue for year ended March 31, 2024:Transferor Company: Integrated Technical Staffing and Solutions PrivateLimited – INR 332.96 MillionTransferee Company: Wynwy Technologies Private Limited – INR 0.13Million2 Whether the The Transferor Company is wholly owned subsidiary of the Transfereetransaction would fall Company. The proposed scheme of amalgamation being dealt under Sectionwithin related party 230 - 233 of the Companies Act, 2013, does not fall within the purview oftransactions? If yes, related party transaction pursuant to the circular no. 30/2014 datedwhether the same is 17.07.2014 issued by the Ministry of Corporate Affairs.done at “arm’s length”;The listed entity is not part of the amalgamation; therefore, SEBI ListingRegulations, 2015 are not applicable.3 Area of business of the Integrated Technical Staffing and Solutions Private Limited is engaged in theentity(ies); business of providing recruitment, payroll and human resource services.Wynwy Technologies Private Limited is engaged in the business of providingfacility management services and other allied services through a ‘softwareproduct model’4 Rationale for 1. Greater integra�on and financial strength for the amalgamated en�ty,amalgamation/ which would result in maximizing overall shareholder value and willmerger; improve the financial posi�on of the amalgamated en�ty.2. The amalgama�on would provide synergis�c linkages besideseconomies in costs and other benefits resul�ng from the economies ofscale, by combining the businesses and opera�ons of the TransferorCompany and the Transferee Company and thus contribute to theprofitability of the amalgamated en�ty by ra�onaliza�on ofmanagement and administra�ve structure.----- End of picture text -----

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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		3. The amalgama�on would lead to greater and efcient use ofinfrastructure facili�es and op�mum u�liza�on of the fnancial
		resources, managerial, technical and	marke�ng expe	r�se of the
		Transferor Company and the Transferee	Company.
		4The sneries created b the amalam	�on would increas	oera�onal
		. yg y gefciencies and integrate business func	�ons.	p
		5. Simplifca�on of group structure by	elimina�ng mul�pl	e companies
		havingsimilar objec�ves.
5	Incaseofcash	Since, the Transferor Company is a wh	olly owned subsi	diary of the
	consideration–	Transferee Company, no shares of the Trans	feree Company sh	all be allotted
	amount or otherwise	under the scheme of amalgamation in lieu	or exchange of the	shares of the
	share exchange ratio;	Transferor Company.
6	Brief details of change	There would be no change in shareholding	pattern of the lis	ted company
	in shareholding pattern	since no shares shall be allotted.
	(if any) of listed entity.

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