We hereby inform you that, the Board of Directors of Quess Corp Limited ('the Company') at its meeting held today has unanimously approved and considered the Composite Scheme of Arrangement and Amalgamation between Thomas Cook (India) Limited ('TCIL'), Quess Corp Limited ('QCL'), subsidiaries of TCIL and their respective shareholders ('the Scheme') in accordance with the provisions of Section 230 to 232 read with Sections 52, 55 and 66 of The Companies Act, 2013. The Scheme, inter-alia, provides Demerger of the human resource services business of TCIL relating to staffing / human resource services for conducting tours and other businesses, talent development and training, resource management, facilities management services, selection services, food services and engineering services (Demerged Undertaking 2) from TCIL into QCL. Please find attached disclosure under SEBI LODR and proposed press release on the aforesaid subject. With reference to the captioned subject, we hereby inform you that, the Administration & Investment Committee of the Board of Directors of Quess Corp Limited ('the Company') at its meeting held today has unanimously approved the amendments in the Composite Scheme of Arrangement and Amalgamation between Thomas Cook (India) Limited ('TCIL'), Quess Corp Limited ('QCL'), subsidiaries of TCIL and their respective shareholders ('the Amended Scheme') in accordance with the provisions of Section 230 to 232 read with Sections 52, 55 and 66 of the Companies Act, 2013. The amended Scheme is subject to requisite statutory and regulatory approvals and sanction by the respective shareholders of each of the companies involved in the Scheme. It may be noted that the amended Scheme has been reviewed and recommended by the Audit Committee of the Company on December 19, 2018. (As Per BSE Announcement Dated On 19/12/2018) With reference to the captioned subject, we hereby inform you that, the Board of Directors of our company at its meeting held today has unanimously approved the adjustments in Clause 32.1 of the Composite Scheme of Arrangement and Amalgamation between Thomas Cook (India) Limited, Quess Corp Limited, Travel Corporation (India) Limited, TC Forex Services Limited, TC Travel Services Limited and SOTC Travel Management Private Limited and their respective shareholders ('the Scheme') in accordance with the provisions of Section 230 to 232 read with Section 52, 55, and 66 of the Companies Act, 2013. The Scheme has already been approved by the shareholders of our company in their meeting held on 4th September, 2019 convened in accordance with directions of Hon'ble NCLT, Mumbai Bench vide its order dated 11th July 2019 and the adjustment in Clause 32.1 of the Scheme have been approved by the Board pursuant to powers vested in them under Clause 32.2 of the Scheme. (As Per BSE Announcement dated on 03/10/2019) We are pleased to inform you that the Hon'ble National Company Law Tribunal, Mumbai Bench, has, at the hearing on 10th October, 2019, allowed the Composite Scheme of Arrangement and Amalgamation amongst TC Forex Services Limited and Travel Corporation (India) Limited and TC Travel Services Limited and SOTC Travel Management Private Limited and Thomas Cook (India) Limited and Quess Corp Limited and their respective shareholders. We are in the process of obtaining the certified copies of the order. Further, the final hearing for Quess Corp Limited is scheduled on 18th October, 2019 in the Hon'ble National Company Law Tribunal, Bengaluru Bench. Once the order is received from both the NCLT Benches and filed with the respective Registrars of Companies, the scheme shall be made effective. We shall keep you informed on the progress in this regard. (As Per BSE Notice Dated on 11.10.2019) With reference to the captioned subject, we herein enclose copy of the order of the Hon'ble National Company Law Tribunal, Mumbai bench ('NCLT') dated 10th October, 2019 downloaded from the website of the NCLT available at https://nclt.gov.in/interim-order/621220. We are awaiting the certified copy of the NCLT order, which will be shared as soon as we are in receipt of the same. This is just for your information. (As Per BSE Notice Dated on 01.11.2019) With reference to the captioned subject and in continuation to our intimation dated 11th October, 2019, 1st November, 2019 and 6th November, 2019, wherein the Company had intimated that the Scheme has been approved by the Hon'ble NCLT Mumbai Bench, we hereby inform that the Hon'ble NCLT Bengaluru Bench has, at the hearing held on 7th November, 2019 completed the hearing on the Scheme and the Certified copy of the order dated 20th November, 2019 has been received by Quess Corp Limited on the even date, copy of the order is enclosed herewith for reference. We request you to kindly take the above on record. The same is also being uploaded on the website of the Company at www.thomascook.in (As Per BSE Announcement dated on 21/11/2019) With reference to the captioned subject and in continuation to our intimations dated 11th October, 2019, 1st November, 2019, 6th November, 2019 and 21st November, 2019, wherein we had intimated that the Scheme had been approved by the Hon'ble NCLT Mumbai Bench and the Hon'ble NCLT Bengaluru Bench, we hereby inform that all the Companies involved in the Scheme have filed on the even date certified copies of the orders passed by the respective NCLTs with the jurisdictional Registrar of Companies in the prescribed e-form INC-28. Accordingly, the Scheme has become effective on 25th November, 2019 and the Appointed Date for the said Scheme is 1st April, 2019. We request you to kindly take the above on record. The same is also being uploaded on the website of the Company at www.thomascook.in With reference to the captioned subject and in continuation to our intimation dated 21st November, 2019, wherein the Company had intimated that the Scheme had been approved by the Hon''ble NCLT Bengaluru Bench, we hereby inform that all the Companies involved in the Scheme have filed on the even date certified copies of the orders passed by the respective NCLTs with the jurisdictional Registrar of Companies in the prescribed e-form INC-28. Accordingly, the Scheme has become effective on 25th November, 2019 and the Appointed date of the said Scheme is 1st April, 2019. We request you to kindly take the above on record. The same is also being uploaded on the website of the Company at www.quesscorp.com Outcome of Board meeting held on 25th November, 2019 - Disclosure under Regulation 30 and 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (''Listing Regulations'') In accordance with Regulation 42 of the Listing Regulations, the Board has fixed 6th December, 2019 as the Record Date, for the purpose of determining the shareholders of Thomas Cook (India) Limited, who shall be entitled to receive the equity shares of Quess Corp Limited as per the share entitlement ratio mentioned under Clause 32.1 of the Composite Scheme. Outcome of Administration and Investment Committee of the Board of Directors of Quess Corp Limited ('the Company') meeting held on 25th November, 2019 - Disclosure under Regulation 30 and 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (''Listing Regulations''). In accordance with Regulation 42 of the Listing Regulations, the Committee duly empowered by the Board of Directors of the Company, has fixed 6th December, 2019 as the Record Date, for the purpose of determining the shareholders of TCIL who shall be entitled to receive the equity shares of the Company as per the share entitlement ratio mentioned under Clause 32.1 of the Composite Scheme. (As Per BSE Announcement dated on 25/11/2019) Trading Members of the Exchange are hereby informed that, pursuant to the Scheme of Arrangement (Demerger) approved by the Hon'ble National Company Law Tribunal, Mumbai Bench (NCLT), Thomas Cook (India) Ltd. has fixed the Record Date for the purpose of determining entitlement of the shareholders of the Company, as per details given below: COMPANY NAME CODE Thomas Cook (India) Ltd. (500413) RECORD DATE 06/12/2019 PURPOSE As per Scheme of Arrangement sanctioned by the Hon'ble National Company Law Tribunal, Mumbai Bench (NCLT), between, Thomas Cook (India) Ltd. (Transferor Company) and Quess Corp Limited and Their Respective Shareholders and Creditors: - Upon the coming into effect of the aforesaid Scheme and in consideration of the transfer of the Human Resource Services Business of Thomas Cook (India) Ltd. into Quess Corp Limited pursuant to this Scheme Quess Corp Limited shall issue and allot Equity Shares to the shareholders of Thomas Cook (India) Ltd. in the following proportion: '1889 fully paid up equity shares of Rs.10/- each fully paid up of Quess Corp Limited shall be issued and allotted for every 10,000 (Ten thousand) fully paid up equity shares of Rs. 1/- each fully paid up held in Thomas Cook (India) Ltd.' EX-ENTITLEMENT FROM DATE & SETT. NO. 05/12/2019 DR-168/2019-2020 Note: Pursuant to SEBI Circular No. SEBI/Cir/ISD/1/2010 dated November 2, 2010, Trading members are hereby informed that the trading in the equity shares of the aforesaid company shall be transferred from A' group to T' group w.e.f. December 05, 2019 and pursuant to SEBI Circular No. CIR/MRD/DP/01/2012 dated January 20, 2012; the aforesaid scrip shall be a part of Call Auction in Pre-open Session on December 05, 2019. (As Per BSE Notice Dated on 28.11.2019) We are enclosing herewith letter received from SOTC Travel Management Private Limited, a wholly owned subsidiary of the Company (SOTCM) on the even date, intimating about the approval of the Board of Directors of SOTCM for allotment of 19,90,19,396 Non-Cumulative Optionally Convertible Redeemable Preference Shares of face value of Rs. 10/- each to the Company pursuant to the Composite Scheme of Arrangement and Amalgamation amongst Thomas Cook (India) Limited and Travel Corporation (India) Limited and TC Travel Services Limited and TC Forex Services Limited and SOTCM and Quess Corp Limited (Quess) and their respective shareholders. This is for your information and records. (As Per BSE Announcement dated on 12/12/2019)