QUESS CORP LIMITED

Quess Corp Limited, India's leading integrated business services provider was established in September 2007. Initially, Company was promoted by Fairfax Financial Holdings through its Indian subsidiary, Thomas Cook India Ltd (TCIL) and Mr. Ajit Isaac. Quess Corp is India's No. 1 Staffing Company and one of the largest private sector employer, with a total headcount of ~459,000 associates. It presently operates through four business segments: General Staffing, Professional Staffing, Overseas Business, and Digital Platforms. In 2008, Quess Corp acquired Avon Facility Management Services Ltd, which helped it start a new line of business in the facility management space. In 2009, Quess Corp acquired Coachieve Solutions Private Limited, a Human Resource Solutions company which expand Quess Corp' offerings into the HR solutions space. In 2010, Quess Corp ventured into the high-margin business of professional IT Staffing with the acquisition of Magna Infotech. In 2013, Quess Corp secured a strategic investment from Fairfax Financial Holdings. Fairfax invested in Quess through their Indian subsidiary, Thomas Cook India Limited. In 2014, Quess Corp acquired Hofincons Infotech & Industrial Services ltd Bangalore to set up a new business segment in the Industrial Asset Management space. On 17 September 2014, Quess Corp signed a definitive agreement to acquire Brainhunter (Zylog Systems (Canada) Limited), subject to statutory and regulatory approvals. Brainhunter headquartered in Toronto (Canada), is a leading IT and Engineering professional firm, employing about 700 professionals and with revenues of about USD 80 million. On 13 February 2015, Quess Corp announced the signing of a definitive agreement to acquire Aramark India Pvt Ltd (Aramark India) from Aramark, subject to statutory and regulatory approvals. Based out of Mumbai, Aramark India is a facility management company with niche offerings in hospitality and healthcare facility management. The company has operations in more than 80 sites pan-India and with a workforce of over 2,500 employees spread across 9 states. Aramark India services several marquee clients, many of whom are amongst India's leading conglomerates. This acquisition will strengthen Quess' position as a leading pan India facilities management player with an integrated service offering spanning soft and hard services, pest control and catering. On 1 January 2016, Quess Corp Ltd. announced the completion of the acquisition of MFXchange holdings Inc (MFX) from Fairfax Financial Holdings Limited (Fairfax) with the purchase of the remaining 51% stake in the company pursuant to the terms of a share purchase agreement that was entered into Fairfax on 3 November 2014. Quess had earlier acquired a 49% stake in MFX from Fairfax in November 2014 under the Purchase Agreement. Based out of Morristown, NJ (US), MFX is leading provider of hosted information technology applications and outsourcing solutions for the US commercial property and casualty insurance industry. The acquisition is expected to strengthen Quess' Global Technology Solutions business segment due to MFX's presence in the niche insurance focused IT Products and Solutions space in North America. Quess Corp Ltd undertook an initial public offer of equity shares and subsequently its equity shares were listed on the Bombay Stock Exchange (BSE) and National Stock Exchange on 12 July 2016. On 19 October 2016, Quess Corp announced that it has entered into a definitive agreement to acquire a 49% stake in Terrier Security Services (India) Private Limited (Terrier), marking its entry into the manned guarding and security solutions business. With a track record of over 27 years, Terrier is among the leading providers of manned guarding services in India. In addition, Terrier also provides training services for security personnel and electronic security solutions to clients. In 2017, Quess Corp expanded its geographical footprint by acquiring Comtel Solutions Pte. Ltd. - a market leader in IT Staffing in Singapore. Comtel is one of Singapore's largest independent staffing companies with services offered across staffing solutions, managed services solutions, and recruitment and search services with operations across Malaysia and Indonesia. During the financial year ended 31 March 2018, Quess Corp successfully closed its first Institutional Placement Programme (IPP) and rose about Rs 874 crore of stock and through this process added some marquee investors as its shareholders. The IPP was priced at Rs 800 per share. On 25 October 2017, Quess entered into an agreement to acquire 70% equity in Vedang Cellular Services Private Limited. Quess completed this acquisition for a consideration of Rs 40 crore on 10 November 2017. Vedang plans, designs and optimizes telecom cell sites and also installs active components on cellular towers and their O&M. It is one of the largest players in the telecom network operations and maintenance space with strong industry relations, superior service offerings and deep technical capabilities. On 20 November 2017, Quess entered into an agreement to acquire 51% stake in Conneqt Business Solutions Limited (formerly known as Tata Business Support Services). Quess paid Rs 153 crore cash consideration for this acquisition. The transaction was closed on 27 November 2017. Headquartered in Hyderabad, Conneqt is among India's premier Customer Experience (CX) management companies, with over ten years of sectoral expertise. On 30 Novembers 2017, National Company Law Tribunal (NCLT) approved the Scheme of Merger of the facilities management business of Manipal Integrated Services (MIS) into Quess Corp with effect from 1 December 2016. Pursuant to NCLT approval, Quess issued 71.49 lakh equity shares to equity shareholders of MIS as part of the remaining consideration. This strategic acquisition gave Quess a strong foothold in the rapidly growing healthcare and education facility management space and helped Quess become a leading integrated facility management provider in the country. On 24 January 2018, Quess announced to acquire 90% stake in Greenpiece Landscapes India Private Limited for a cash consideration upto Rs 26 crore. This consideration was subject to adjustments based on future performances of the company. The transaction was closed on 8 May 2018. Greenpiece is a leading end-to-end design and landscaping services firm catering to marquee corporate, industrial and real estate firms in India and abroad. On 31 January 2018, Quess announced to acquire 100% stake in Monster India and its business in South East Asia and the Middle East for a cash consideration of USD 14 million on a debt-free cash-free basis. The transaction was closed on 8 February 2018. Monster, a leading online career and recruitment resource with its cutting-edge technology, provides relevant profiles to employers and relevant jobs to jobseekers across industry verticals, experience levels and geographies. On 31 January 2018, Quess announced to acquire 100% stake in HCL Computing Products Limited, which further acquired Care Business of HCL Services Limited, a subsidiary of HCL Infosystems Limited. The consideration was Rs 30 crore (on a debt-free cash-free basis) via a combination of primary and secondary payouts. The transaction was closed on 11 April 2018. Post-acquisition, the acquired business has been re-branded as DigiCare' to give it a distinct and unique corporate identity in the Consumer Services space. DigiCare is one of the leading after-sales service providers for product categories such as mobile phones, consumer electronics and consumer durables in the customer lifecycle management space. Thomas Cook (India) Limited (TCIL) ceased to be the parent company and Fairfax Financial Holding Limited (FFHL) ceased to be the ultimate holding company of Quess Corp Limited with effect from 1 March 2018. Subsequent to 31 March 2019, on 7 May 2019 the Company acquired balance 10.00% equity stake in GLIPL at a consideration of Rs 280.00 lakhs and GLIPL became 100% subsidiary of the Company. On October 25, 2018 the Board of Directors had accorded its approval for merger of its 4 (Four) Wholly Owned Subsidiaries (i.e. Aravon Services Private Limited, CentreQ Business Services Private Limited, Coachieve Solutions Private Limited and Master Staffing Solutions Private Limited) with the Company. During the year 2019-20, the Company had entered into a Composite Scheme of Arrangement and Amalgamation and Amalgamation with Thomas Cook (India) Limited (TCIL), Travel Corporation (India) Limited, TC Travel and Services Limited, TC Forex Services Limited and SOTC Travel Management Private Limited and their respective shareholders and creditors, wherein TCIL had demerged its Human Resource Services business into the Company as a going concern. On 9 December 2019, the Board of Directors approved the allotment of 7,14,56,240 equity shares of the face value of Rs 10 each, fully paid-up, to the eligible equity shareholders of TCIL as on 6 December 2019 as per the share entitlement ratio, i.e., 1889 equity shares of Quess of Rs 10 each fully paid up for every 10,000 equity shares of Re. 1 each held in TCIL. During the year 2019-20, MFX Chile SpA was dissolved on 9 December 2019. During the quarter ended 30 June 2020, the Company acquired additional 25.00% stake in Terrier Security Services (India) Private Limited ('TSSIPL') for a purchase consideration of Rs 645.00 million. Consequent to the additional 25,00% acquisition, the total shareholding in TSSIPL has increased from 49.00% to 74.00% and TSSIPL has become subsidiary of the Company. During the quarter and year ended 31 March 2020, the Company after exploring various options decided to terminate the joint arrangement with Quess East Bengal FC Private Limited ('QEBFC'), an associate of the Company after considering its long term economic viability. During the quarter ended 30 September 2020, the Company sold Dependo Logistics Services Private Limited for a consideration of Rs I 00.00 million. The Company at its meeting held on 3 June 2021 and 7 July 2021, had obtained the approval from the Board for the proposed merger of Greenpiece Landscapes India Private Limited, MFX Infotech Private Limited and Conneqt Business Solutions Limited (Wholly-Owned Subsidiaries) with Quess Corp Limited, which has been filed before the Hon'ble NCLT Bengaluru Bench on 21 January 2022. The matter has been listed for hearing before the NCLT. The Company invested Rs 80,000,000 in Stellarslog Technovation Pvt. Ltd. (TaskMo), a gig economy startup, over multiple tranches during the year, thereby increasing its stake from 16.12% to 49%, making it an associate of the Company. Further, the Board at its meeting held on 30 March 2022 approved additional investment in TaskMo for an amount not exceeding Rs. 38,400,000 which was subsequently completed in April 2022, thereby increasing the stake of the Company from 49% to 53.91% in TaskMo. The Board of Directors at its meeting held on 30 March, 2022 approved additional investment in Billion Careers Private Limited (BCPL), wholly-owned subsidiary for an amount not exceeding Rs. 60,000,000 in the form of equity on a rights basis at face value in BCPL. Further, at the same meeting it approved the slump sale of business undertaking consisting of Qjobs', WorQ' and Dash', blue-collar platform of Quess Corp Limited' to, BCPL, on the terms and conditions contained in the Business Transfer Agreement. The Board at its meeting held on February 10, 2022 made additional investments in Heptagon Technologies Private Limited, thereby increasing the equity stake by 11.67% in Heptagon. With this, the Company's stake in Heptagon increased from 49% to 60.67% thereby making Heptagon, a subsidiary of the Company w.e.f 10 February, 2022. In 2022-23, the Company sold its 53% holding in Simpliance Technologies Private Limited effective 21 October, 2022. It invested Rs 95 Crores towards the growth of Product Led Business (PLB). It launched the protection plan business, under the brand QuessCare'. In 2024, Company launched its disruptive AI product foundit 2.0 for SEA and Asian market. It further acquired Conneqt and Allsec to create a digital-led CLM, BPM and HRO business. The Company demerged into three independent listed entities: Quess Corp Limited (Workforce Management), Digitide Solutions Limited (AI-Driven Digital Transformation and Business Process Management), and Bluspring Enterprises Limited (Infra-services Company) in FY 2025. With the completion of the three-way demerger process, Company entered a new phase prioritizing to scale its Workforce Management Business globally. However, consequent to the completion of three-way demerger, which has resulted in 3 (three) separate listed companies (including Quess Corp Limited), the Global Technology Solutions business of the Company got transferred to Digitide Solutions Limited and Operating Assets Management and Product-Led Business was transferred to Bluspring Enterprises Limited. The said Scheme of Demerger became effective on March 31, 2025. The Company purchased the food catering and facility management services business of Archer Integrated Services Private Limited and Astrin Traders and Supplies Private Limited, as a going concern via slump sale basis in 2025.