Mphasis Limited has completed the allotment of 151,978 shares under its employee incentive programs, following approval from the ESOP Compensation Committee of the Board on March 12, 2026. The company informed stock exchanges about this development in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Share Allotment Details

The allotment was executed on March 13, 2026, covering exercises under two distinct employee benefit plans. The distribution demonstrates the company's commitment to employee participation through equity-based compensation.

Plan Structure and Operations

Both plans operate under specific terms and time periods that have been previously submitted to stock exchanges. The Employee Stock Options Plan 2016 accounts for the majority of the allotment, while the Restricted Stock Units Plan 2021 represents a smaller portion of the total shares issued.

Cashless Exercise Mechanism

For employees exercising ESOPs under the cashless scheme, the Mphasis Employees Equity Reward Trust manages the process. This scheme was approved by shareholders under Section 67 of the Companies Act, 2013, at the 33rd Annual General Meeting held on July 25, 2024. The trust deducts appropriate shares from the allotment to cover exercise prices and applicable taxes, with proceeds used to repay company loans and tax obligations.

RSU Plan Administration

Similarly, the Mphasis Employees Benefit Trust administers the RSU Plan 2021. This trust also deducts shares to cover exercise prices and taxes upon vesting or exercise of RSUs. The RSU plan received shareholder approval under Section 67 of the Companies Act, 2013, at the 30th Annual General Meeting held on September 29, 2021.

Regulatory Compliance

The share allotment reflects Mphasis Limited's adherence to regulatory requirements and corporate governance standards. The company has maintained transparency by promptly informing both BSE Limited and National Stock Exchange of India Limited about the exercise of employee stock options and restricted stock units.

The allotment represents the ongoing implementation of the company's employee incentive programs, designed to align employee interests with shareholder value creation through equity participation.

Mphasis Limited has announced the successful completion of its postal ballot process for the appointment of Mr. Punit Sood as an Independent Director. The special resolution received overwhelming shareholder approval, demonstrating strong confidence in the proposed appointment.

Postal Ballot Results

The shareholders approved Mr. Punit Sood's appointment with a decisive mandate through remote e-voting. The voting process was conducted under the supervision of Mr. S P Nagarajan, a practicing Company Secretary who served as the scrutinizer.

Appointment Details

Mr. Punit Sood (DIN: 00033799) has been appointed as an Independent Director for a term of five years, effective from December 11, 2025, up to December 10, 2030. The appointment was made pursuant to Sections 149, 150, 152, 160, Schedule IV and other applicable provisions of the Companies Act, 2013.

Voting Pattern Analysis

The detailed voting breakdown reveals strong support across all shareholder categories:

Process and Compliance

The postal ballot process was conducted in full compliance with regulatory requirements under Regulation 30 and Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Key process details include:

• Cut-off Date: January 23, 2026
• E-voting Period: February 1, 2026 (9:00 AM IST) to March 2, 2026 (5:00 PM IST)
• Total Eligible Shareholders: 1,40,611
• E-voting Platform: National Securities Depository Limited (NSDL)

The postal ballot notice was dispatched electronically to shareholders whose email addresses were registered with the company or depositories, in accordance with MCA and SEBI circulars. The scrutinizer's report was submitted on March 2, 2026, confirming the validity of the voting process and results.

This appointment strengthens Mphasis's board composition with independent oversight, reflecting the company's commitment to robust corporate governance practices.