The National Company Law Tribunal (NCLT) has approved the second motion petition for the scheme of amalgamation between ADI BPO Services Limited and MPS Limited . The Chennai bench passed the order on September 16, 2026, recording the approval by equity shareholders and unsecured creditors.

Regulatory Progress

The NCLT Division Bench (Court-I) in Chennai issued the order in CP(CAA)/76(CHE)/2026. The tribunal took on record the chairman’s reports from meetings held on August 22, 2026, confirming that both equity shareholders and unsecured creditors of the transferee company approved the scheme.

The first motion application order was passed on July 2, 2026. Under that earlier order, the meeting of secured creditors was dispensed with. The current order directs the service of notices to statutory and regulatory authorities to invite representations within 30 days.

Next Steps

The tribunal has directed the petitioner to serve notices via specific email addresses to:

• Ministry of Corporate Affairs (Regional Director South)
• Registrar of Companies, Chennai
• Income Tax Authorities, Chennai
• Official Liquidator, Chennai
• Other statutory regulators

Notices must also be published in Business Standard (English) and Dina Malar (Tamil). An affidavit evidencing proof of service must be filed within seven days. The matter is listed for further hearing on November 4, 2026.

What the Numbers Show

The amalgamation process has moved efficiently through its procedural milestones. The timeline from the first motion on July 2, 2026, to the second motion approval on September 16, 2026, spans approximately two and a half months. The dispensing of the secured creditor meeting suggests a streamlined approval path, with focus placed on equity and unsecured creditor consent.

MPS Limited shareholders have approved all five resolutions proposed at its 56th Annual General Meeting (AGM). The company disclosed the voting results on September 7, 2026, confirming that members passed the ordinary and special resolutions with the requisite majority.

The meeting was held via video conferencing on September 4, 2026. A total of 12,277,517 votes were polled out of 17,105,816 shares held by eligible shareholders as of the cut-off date, August 28, 2026. This represents a participation rate of 71.77%.

Resolutions Approved

Shareholders approved the adoption of the audited standalone and consolidated financial statements for FY26. The Board also secured approval for the re-appointment of Ms. Jayantika Dave as a Non-Independent Non-Executive Director and M/s. Walker Chandiok & Co LLP as Statutory Auditors for five years.

Under special business, the company appointed Mr. Atul Vohra as a Non-Independent Non-Executive Director. Additionally, shareholders passed a special resolution to re-appoint Mr. Karthik Bhat Khandige as an Independent Non-Executive Director.

Voting Breakdown

The promoter group, holding 11,690,615 shares, voted in favor of all resolutions. Public institutions and non-institutional public shareholders also largely supported the agenda items.

The Consolidated Scrutinizer's Report was issued by R. Sridharan & Associates. The report confirms compliance with Section 108 of the Companies Act, 2013, and SEBI Listing Regulations. Voting was conducted through remote e-voting and electronic voting during the AGM session.