MPS Limited has scheduled an extraordinary general meeting (EGM) of its equity shareholders for Saturday, August 22, 2026, to seek approval for the Scheme of Amalgamation with its promoter holding company, ADI BPO Services Limited. The National Company Law Tribunal (NCLT), Chennai Bench, approved the first motion application on July 02, 2026, directing the convening of the meeting while dispensing with the requirement to hold separate meetings for shareholders and creditors of the transferor company. The merger aims to simplify the group structure, eliminate inter-company transactions, and enhance operational synergies, with the transaction expected to be earnings per share (EPS) accretive from the first year of implementation.

The meeting will be held through Video Conferencing/Other Audio-Visual Means (VC/OAVM) at 10:00 A.M. IST, followed by a meeting of unsecured creditors at 11:30 A.M. IST. Remote e-voting is available from Wednesday, August 19, 2026, at 09:00 A.M. IST to Friday, August 21, 2026, at 05:00 P.M. IST. The cut-off date for determining eligibility is Monday, August 17, 2026. The quorum for the equity shareholders' meeting is 30 members, while it is 8 for unsecured creditors. Shri S.C. Jain has been appointed as Chairperson and Shri Kishore as Scrutinizer.

Key Meeting Details

Under the scheme, MPS will issue 1,16,90,615 equity shares with a face value of ₹10 each to ADI BPO shareholders in proportion to their holdings. The existing shareholding of ADI BPO in MPS, which stands at 68.34%, will be cancelled and extinguished upon issuance. The appointed date for the amalgamation is the closing hours of April 01, 2025. The Board of Directors of both entities approved the scheme on July 18, 2025, following recommendations from the Audit Committee and Committee of Independent Directors.

Financial Context and Valuation

The valuation report dated July 18, 2025, by M/s. Finvox Analytics recommended the fair share exchange ratio. M/s. D & A Financial Services Private Limited issued a fairness opinion on the same date. Statutory auditors M/s. Walker Chandiok & Co LLP certified that the accounting treatment conforms to applicable standards. Both the National Stock Exchange of India Limited and BSE Limited issued no-adverse observation letters on March 02, 2026.

MPS reported revenue from operations of ₹351.34 crore and profit after tax (PAT) of ₹110.00 crore for FY25. ADI BPO reported revenue of ₹96.92 crore and PAT of ₹92.25 crore for the same period. As of December 31, 2025, MPS had a net worth of ₹351.76 crore, while ADI BPO’s post-scheme net worth is not applicable as it will dissolve without winding up. The merged entity aims to leverage a stronger balance sheet for future growth opportunities.

MPS Limited has accepted the resignation of Ms. Deepti Singh from the position of Chief People Officer and Senior Management Personnel. The resignation, effective from the close of business hours on 09 October 2026, was tendered due to personal reasons.

The disclosure was submitted to the National Stock Exchange of India Limited and BSE Limited under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Raman Sapra, Company Secretary and Compliance Officer, confirmed that the necessary details, including the resignation letter, were submitted as part of the regulatory filing.

Resignation Details

The following table outlines the key particulars of the change in senior management personnel:

Ms. Deepti Singh submitted her resignation via email on 10 July 2026. In her communication, she stated that 09 October 2026 would be her last working day.