MPS Limited convened both an extraordinary general meeting of equity shareholders and a separate meeting of unsecured creditors on August 22, 2026, to approve the scheme of amalgamation with its holding company, ADI BPO Services Limited. The parallel proceedings were directed by the National Company Law Tribunal, Chennai Bench, to secure necessary approvals under Sections 230 to 232 of the Companies Act, 2013.

The primary objective of the scheme is to consolidate the businesses of the transferor and transferee companies to achieve greater operational and administrative efficiencies. The Board of Directors initially approved the scheme in July 2025. The NCLT issued orders in July 2026 directing the convening of these shareholder and creditor meetings.

Shareholder Meeting Proceedings

The extraordinary general meeting commenced at 10:00 am with a quorum present among the 27,109 shareholders on record as of August 17, 2026. Only 36 shareholders attended the virtual session. Mr. S. C. Jain, appointed as Chairperson by the NCLT, presided over the proceedings. Mr. Raman Sapra, Company Secretary and Compliance Officer, explained the background and purpose of the scheme to the attendees.

Key participants included Chairman and CEO Rahul Arora, CFO Prarthana Agarwal, and General Counsel Papinani Radha Rani. Independent directors Divya Verma and Suhas Khullar, along with non-independent director Jayantika Dave, were also present. Shareholders raised queries regarding the scheme, which were addressed during the session.

Unsecured Creditors Meeting Proceedings

The meeting of unsecured creditors was held at 11:30 am via video conferencing. There were 39 unsecured creditors on the cut-off date of March 15, 2026, with 14 attending the virtual session. The Chairperson ascertained that the requisite quorum was present before commencing proceedings.

Mr. Raman Sapra welcomed the creditors and introduced the participants, including Mr. S. C. Jain, Mr. Kishore Prakash (Scrutinizer), and members of the Board. He explained that the scheme provides for the amalgamation of ADI BPO Services Limited with MPS Limited to consolidate businesses.

Voting Process and Next Steps

Mr. Kishore Prakash, the scrutinizer appointed by the NCLT, briefed both shareholders and unsecured creditors on the voting procedure. Remote e-voting was available from August 19 to August 21, 2026. Those attending either meeting who had not voted remotely were given the opportunity to cast electronic votes during the respective sessions.

The e-voting facility remained open for 30 minutes after each meeting concluded. The shareholder meeting ended at 10:15 am, while the unsecured creditors' meeting concluded at 11:40 am. The scrutinizer will now consolidate the votes cast through remote e-voting and at the meetings. The final results and the scrutinizer's report will be submitted to the NCLT, stock exchanges, and the Registrar of Companies.

MPS Limited has published its newspaper advertisement in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, confirming the schedule for its 56th Annual General Meeting (AGM). The meeting is scheduled to take place exclusively through Video Conferencing (VC) or Other Audio Visual Means (OAVM) on Friday, September 4, 2026, at 5:00 P.M. (IST). This virtual format ensures shareholder participation without physical presence at a common venue.

The remote e-voting period commences on Tuesday, September 1, 2026, at 9:00 A.M. (IST) and concludes on Thursday, September 3, 2026, at 5:00 P.M. (IST). Voting beyond this window will not be permitted. The company has engaged Central Depository Services (India) Limited (CDSL) to provide the facility for remote e-voting and participation in the AGM. Once a member casts a vote on a resolution during the remote e-voting period, they cannot change it subsequently. Members who have voted remotely may participate in the AGM via VC/OAVM but are not entitled to vote again during the meeting.

Key Dates and Compliance Details

In adherence to regulatory requirements, MPS Limited will dispatch physical communications containing web links and QR codes to shareholders whose email addresses are unavailable. This ensures equitable access to the AGM notice and Annual Report for FY25-26. Electronic copies of the notice and annual report were emailed on August 13, 2026, to all shareholders with registered email addresses.

Shareholder Communication Protocols

Members holding shares in physical form or dematerialized form as on the cut-off date may cast their votes electronically through the CDSL system. Shareholders who have not registered email addresses can access voting instructions in the AGM notice available on the company’s website or by contacting the Registrar and Share Transfer Agent, Cameo Corporate Services Limited. Demat shareholders must update their details with their respective Depository Participants to receive electronic communications. The documents are also hosted on the stock exchanges’ portals and the CDSL evoting platform.