BLS International Services Ltd

Auditor change at ATPL

• Resignation of M/s. S.R. Batliboi & Co. LLP as ATPL statutory auditors effective Sept 28, 2026.
• Appointment of M/s. S. S. Kothari Mehta & Co. LLP as ATPL statutory auditor to fill casual vacancy.
• Effective date: Sept 28, 2026 for both resignation and appointment.
• Term of appointment until the conclusion of the ensuing AGM for FY 2026-27.
• Reason for change: independence criteria due to non-audit services by EY member firms to ATPL holding companies.
• ATPL is a material subsidiary of BLS International Services Limited.

Statutory auditor change at ATPL

• ATPL resigned S.R. Batliboi & Co. LLP as statutory auditors with immediate effect on Sep 28, 2026.
• S. S. Kothari Mehta & Co. LLP appointed as statutory auditors to fill casual vacancy.
• Term: from EGM conclusion Sep 28, 2026 to the next AGM for FY 2026-27.
• Reason: independence concerns due to non-audit services by EY group firms to ATPL/BLS entities.
• Resignation letter dated Sep 28, 2026; resignation effective immediately.
• ATPL is a material step-down subsidiary of the company.
• ATPL completed the year ended 31 March 2026 audit; no 2026-27 audit commenced yet.

Nature of Restructuring

• Slump sale of ATPL's JLG Financial Lending Business to TVAM on a going-concern basis.

Entities Involved

• ATPL is a step-down subsidiary of the listed company BLS International Services Ltd.
• TVAM Technologies Private Limited is the buyer acquiring the JLG Business Undertaking.
• BLS International Services Ltd is the listed parent of ATPL.

Key Transaction Details

• Sale of ATPL's JLG Business Undertaking to TVAM.
• Consideration of Rs 59.49 Lakh, subject to post-closing adjustments.
• Completion expected in about 90 days, subject to conditions precedent.
• Board approved the BTA; execution yet to occur.
• Not through Scheme of Arrangement; Regulation 37A not applicable.

Financial Impact

• JLG turnover Rs 100.56 Crores in FY 2025-26.
• JLG turnover represents 26.8% of ATPL's total turnover.
• JLG net worth Rs 59.49 Lakh as on July 1, 2026 (0.9% of ATPL net worth).

Rationale and Strategic Objectives

• Move aims to streamline operations and optimise resource deployment.
• Facilitate greater strategic and operational focus via restructuring.

Related Party / Shareholder Impact

• TVAM is a related party of ATPL due to a director's involvement.
• Transaction is at arm's length.
• No change in the listed entity's shareholding pattern.

Approvals and Timeline

• Approvals/consents from lenders and regulatory/statutory authorities required.
• BTA execution to complete the slump sale.
• Completion expected in about 90 days.

Slump sale details

• ATPL, a step-down subsidiary, to sell JLG Financial Lending Business to TVAM via slump sale.
• Board approved BTA on Sept 28, 2026; execution pending.
• Sale consideration Rs 59.49 lakh; post-closing adjustments possible.
• JLG Undertaking turnover ₹100.56 crore in FY2025-26; 26.8% of ATPL turnover.
• ATPL unit net worth as of July 1, 2026: ₹59.49 lakh (0.9% of ATPL net worth).
• Buyer: Tvam Technologies Private Limited (TVAM), CIN U72900KA2022FTC156732.
• TVAM is a related party of ATPL; sale at arm's length.
• Not through a Scheme of Arrangement; Regulation 37A not applicable.
• Transaction subject to lender/regulatory approvals and other consents.
• There will be no change in listed entity's shareholding.
• ATPL to transfer JLG Business on a going-concern basis.
• JLG Business Undertaking includes BC services, micro-lending and tech solutions.

BLS International Services Limited — Trading Window closed from October 01, 2026 till completion of 48 hours after the Un-audited financial results for the second quarter ended on September 30, 2026 are generally made available to the public.

BLS International Services Ltd: Trading window closes Oct 01, 2026; reopens 48 hours after unaudited Q2 2026 results for the quarter ended Sept 30, 2026 are made public.

AGM details

• Date and time: 23 September 2026, 3:00 PM IST.
• Mode: VC/OAVM (Video Conference/Other Audio-Visual Means).
• Record date: 16 September 2026.

Resolutions put to vote

• Item 1: Adoption of standalone and consolidated financial statements for FY ended 31 March 2026.
• Item 2: Declaration of final dividend of ₹0.50 per equity share.
• Item 3: Re-appointment of Shikhar Aggarwal as Independent Director for five years.
• Item 4: Appointment of Manoj Joshi as Independent Director for five years.
• Item 5: Re-appointment of Shikhar Aggarwal as Joint Managing Director (KMP).

Voting results

• Item 1 passed; in-favour ~99.72%, against ~0.28%.
• Item 2 passed; in-favour ~99.99%, against ~0.01%.
• Item 3 passed; in-favour ~95.69%, against ~4.31%.
• Item 4 passed; in-favour ~99.94%, against ~0.06%.
• Item 5 passed; in-favour ~95.69%, against ~4.31%.

Dividend

• Dividend approved: ₹0.50 per equity share.

Director changes

• Manoj Joshi appointed Independent Director for five-year term.
• Shikhar Aggarwal re-appointed Independent Director for five-year term.
• Shikhar Aggarwal re-appointed Joint Managing Director (KMP).

Auditors

• Audited standalone and consolidated financial statements adopted; no auditor change indicated.

Material related party transactions

• No material related party transactions disclosed in this chunk.

Other material approvals

• No other material approvals disclosed in this chunk.