AFFLUENCE

Voluntary Delisting of Shares Inter alia, has taken the following decisions: a. The Board has ratified t he appointment of Mis Kunvarji Finstock Private Ltd. and taken on record the due diligence report dated 9th July 2020 by Mis Kur varji Finstock Private Ltd. ("Report"), in accordance .with Regulations 8(lA}{iii), 8(lA}{iv), 8(lD) and other relevant provisions of the Delist ing Regulations. b. Board has taken on record the valuation report from Mis R. K Doshi & Co., dated 9th July 2020 certifying that the floor price of the Company for the Delisting Proposal is INR 61.04 as determined in accordance with Regulation 15(2) of Delistin Regulations read with Regulation 8 of the SESI (Substantial Acquisition of Shares and Tak overs) Regulations, 2011, as amended from time to time. c. The Promoter Group has indicated its willingness to accept the shares of the Company at the price of INR 61.04 as set out in the report ('Indicative Offer Price'). However, the final offer price for the Delisting Proposal will be determined in acco dance with the reverse book building mechanism set out in the Delisting Regulations. d. Board took on record the following presented by the Promote / Promoter Group / Acquirer: i. The main objective of the Delisting Proposal is for t he Promoter/ Promoter Group to obtain full ownership of the Company which ill in turn provide increased financial flexibility to support the Company's bJsiness and financial needs, including but not limited to exploring new financin structures including financial support from the Promoter Group. ii. The delisting will help in cost savings and allow the anagement to dedicate more time to nd focus on the Company's business; iii. The Delisting Proposal will provide the Public Sh reholders an opportunity to realize immediate and certain value for their Equity hares at 'a time of depressed market conditions on account of COVID -19; and iv. The Delisting Proposal will provide Public Shar holders an 'opportunity to exit/liquidate/realise certain value for their Equity shares as otherwise the trading volume of the shares is very thin over the recognised tock exchange. In light of the abo e, the Delisting would be advantageous to th existing shareholders as well as the Company. 3. Relying on the information available with the Company, the Report of M/s Kunvarji Finstock Private Ltd. dated 9th July 2020 and other confirmations received y the Board: i. The Board has discussed and provided its consent to the Proposed Delisting, in accordance with Regulation 8(1)(a) of the Delisting Regulations. ii. Provided the confirmations which are required under egulation 8(lB) of Delisting Regulations. It is confirmed that the Company is in co npliance with the applicable provisions of Securities Laws. Further, the Board has obtained confirmation that the acquirer and promoter group are in compliance with SU ) regulation (5) of Regulation 4 of Delisting Regulations. iii. Approval was granted to the Company to seek shareh ders' approval for aforesaid Delisting Proposal by way of special resolution throug postal ballot and e-voting, and in this regard the draft of the postal ballot notice a d the explanatory statement thereto were also approved. The Company was author'zed to: (a) dispatch the said postal \lallot notice and the explanatory statement to the shareholders in accordance with applicable laws; and (b) obtain approval of the Stock Exchanges in accordance with the provisions under the Delisting Pegulations and/ or any other regulatory/ government authority in India, as may be required, in relation to the Delisting Proposal. iv. Mr Mahesh Soni, Partner - M/s GMJ & Associates, ompany Secretaries (FCS No. 3706, CO No. 2324), was appointed as the scrutiniz r in terms of the Companies Act, 2013, read with t he Companies (Management an Administration) Rules, 2014, to conduct the process of the postal ballot in a fair and transparent manner.

inter alia, to consider and approve 1. Appointment of Company Secretary & Compliance Officer of the Company. 2. Any other matter with the Permission of the Chair.

inter-alia, to consider, discuss and approve: 1. The Appointment of Company Secretary cum Compliance officer of the Company. 2. Maintaining of Books of Accounts & other records of the company at its Corporate Office.

Audited Results Inter alia, to consider inter alia the following business, ?To consider and approve Audited Standalone & Consolidated Financial Results for the Quarter ended 31st March 2020 as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. ?To consider and approve the Audited Standalone and Consolidated Financial Statements for the Financial Year ended 31st March, 2020 as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. ?To consider and approve Reclassification of Promoter & Promoter Group of the Company ?To consider and approve Voluntary Delisting of Equity Shares from MSEI Exchange Limited.

Inter-alia, approved the following: 1. Resignation of Mrs. Sanjoli Agrawal, Company Secretary and Compliance officer of the Company with effect from 08th July, 2020.