NCLT approves MPS Ltd amalgamation with ADI BPO Services
NCLT Chennai approved the first motion for the amalgamation of ADI BPO Services Limited with MPS Limited to simplify the group structure. Meetings for MPS Limited's equity shareholders and unsecured creditors are set for August 22, 2026, with specific quorum requirements and appointed officials. The scheme involves issuing 1,16,90,615 equity shares and has received no adverse observations from NSE and BSE.

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The National Company Law Tribunal (NCLT), Chennai Bench, has approved the first motion application for the amalgamation of ADI BPO Services Limited with MPS Limited . The order, dated July 02, 2026, allows the scheme under Sections 230 to 232 of the Companies Act, 2013, facilitating the merger to simplify the group structure and reduce administrative costs. The Tribunal has dispensed with the requirement to convene meetings for the shareholders and creditors of the transferor company, ADI BPO Services Limited, due to the receipt of necessary consents.
However, the NCLT has directed the convening of meetings for the equity shareholders and unsecured creditors of MPS Limited, the transferee company. These meetings are scheduled for Saturday, August 22, 2026. The equity shareholders' meeting will commence at 10:00 A.M. (IST), followed by the unsecured creditors' meeting at 11:30 A.M. (IST). The proceedings will be held at Block-B6, 3rd Floor, Gateway Office Parks, No.16, G.S.T Road, Perungalathur, Tambaram, Chennai – 600063, or through Video Conferencing (VC) and Other Audio Visual Means (OAVM).
The Tribunal has appointed Mr. S.C. Jain as the Chairperson for the meetings, with a fee of ₹1,00,000, and Mr. Kishore as the Scrutinizer, entitled to a fee of ₹50,000. The quorum for the equity shareholders' meeting is fixed at 30, while the unsecured creditors' meeting requires a quorum of 8. Notices for the meetings will be sent at least 30 days in advance, and advertisements will be published in the 'Business Standard' (All India Edition) and 'Dina Malar' Tamil (Tamil Nadu Edition).
Key Meeting Details
| S.No | Company | Class | Quorum | Date | Time |
|---|---|---|---|---|---|
| 1 | Transferee Company | Equity Shareholders | 30 | 22.08.2026 | 10:00 AM |
| 2 | Transferee Company | Unsecured Creditors | 8 | 22.08.2026 | 11:30 AM |
The scheme provides for the issuance of 1,16,90,615 equity shares of MPS Limited, with a face value of INR 10 each, to the equity shareholders of ADI BPO Services Limited in proportion to their holdings. The existing shareholding of the transferor company in the transferee company will be cancelled and extinguished upon the issuance of these shares. The appointed date for the amalgamation is the closing hours of April 1, 2025, subject to NCLT approval.
The Board of Directors of both companies approved the proposed scheme on July 18, 2025. The statutory auditors have certified compliance with accounting standards, and a valuation report from Finvox Analytics recommended the fair share exchange ratio. Both the National Stock Exchange (NSE) and BSE Limited have issued 'no adverse observation' letters regarding the scheme. The amalgamation is expected to eliminate inter-company transactions and provide flexibility for future growth opportunities.
Historical Stock Returns for MPS
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +17.31% | +24.76% | +39.20% | +38.00% | +3.61% | +293.95% |
How will the issuance of over 1.16 crore new shares impact the existing earnings per share (EPS) and stock liquidity of MPS Limited?
What specific strategic growth opportunities does MPS Limited plan to pursue following the simplification of its group structure?
How will the market react to the merger during the upcoming shareholder and creditor meetings given the regulatory approvals already secured?


































