MPS Limited sets Aug 22 meetings for NCLT merger vote

What has been announced

MPS Limited has informed stock exchanges that the National Company Law Tribunal (NCLT), Chennai Bench, has directed the company to convene meetings of its equity shareholders and unsecured creditors. The meetings are part of the process to consider a proposed Scheme of Amalgamation of ADI BPO Services Limited with MPS Limited under Sections 230 to 232 of the Companies Act, 2013. The directions were issued through an order dated July 2, 2026, described by the company as a “First Motion Order”. The exchange communication also states that the company has dispatched weblink letters to certain equity shareholders to help them access the meeting notice online.

NCLT order and what it covers

According to MPS Limited, the NCLT order relates to CA(CAA)/45(CHE)2026 and CA(CAA)/49(CHE)2026, which were uploaded on the NCLT website. The company said the tribunal allowed the First Motion Application filed in connection with the amalgamation scheme involving the transferor company (ADI BPO Services Limited) and the transferee company (MPS Limited). The order dispensed with the requirement to convene meetings of the shareholders, secured creditors, and unsecured creditors of the transferor company. It also dispensed with the meeting of secured creditors of the transferee company. However, the tribunal directed MPS Limited to hold meetings for its equity shareholders and unsecured creditors.

Meeting schedule, venue, and hybrid participation

Both meetings are scheduled for Saturday, August 22, 2026. The equity shareholders’ meeting is set to commence at 10:00 AM IST, followed by the unsecured creditors’ meeting at 11:30 AM IST. The proceedings will be held at Block-B6, 3rd Floor, Gateway Office Parks, No. 16, G.S.T Road, Perungalathur, Tambaram, Chennai – 600063. MPS Limited has also provided for participation through Video Conferencing (VC) and Other Audio Visual Means (OAVM), in line with applicable MCA and SEBI circulars referenced in the communication.

Quorum requirements set for each class

The NCLT-directed meetings include specified quorum thresholds. For the equity shareholders’ meeting, the quorum is fixed at 30. For the unsecured creditors’ meeting, the quorum requirement is 8. These figures matter because the scheme can proceed through this stage only if the meeting is validly constituted and the voting process is carried out in the manner laid out in the notice and tribunal directions.

Notice dispatch and newspaper advertisements

MPS Limited stated that notices for the meetings will be sent at least 30 days in advance. It also said advertisements will be published in Business Standard (All India Edition) and Dina Malar Tamil (Tamil Nadu Edition). The company’s disclosure indicates that these steps are intended to ensure broad dissemination of information on the court-convened meetings, particularly for shareholders and creditors who may not receive documents digitally.

E-voting: key dates and the remote voting window

The company has outlined a remote e-voting window around the August 22 meeting date. The remote e-voting period is scheduled to commence on Wednesday, August 19, 2026 at 9:00 AM IST and end on Friday, August 21, 2026 at 5:00 PM IST. For equity shareholders, the e-voting cut-off date stated is Monday, August 17, 2026.

Separately, the unsecured creditors’ notice in the provided text mentions that the cut-off date for determining eligible unsecured creditors and for e-voting is Sunday, March 15, 2026. Readers should note that the dataset includes both dates, and they appear to relate to different eligibility determinations for different classes. The remote e-voting facility is stated to be available via CDSL.

How shareholders can access the notice

MPS Limited said it dispatched weblink letters to equity shareholders whose email addresses are not registered with the company, its RTA, Depository Participants, or Depositories. For shareholders with registered email addresses, the notice is available electronically. For others, it can be accessed through the web link shared by the company.

Notice web link (as provided): https://www.mpslimited.com/MPS-Notice-to-equity-shareholders.pdf
Company page (as provided): https://www.mpslimited.com/scheme-of-amalgamation/

The company also urged shareholders to register KYC details and update email IDs with the registrar or depository participants to facilitate future electronic communications and voting.

Chairperson appointment mentioned for creditors’ meeting

The unsecured creditors’ meeting notice excerpt states that Shri S.C. Jain has been appointed as the Chairperson. The provided text truncates the next name after “Shri.”, so only the chairperson name explicitly visible has been retained here.

Key facts at a glance

Timeline of disclosed dates

Why this matters for shareholders and creditors

The NCLT-directed meeting process is a required step for schemes under Sections 230 to 232, and it places the proposed amalgamation before the relevant stakeholder classes for consideration. By offering VC/OAVM access and remote e-voting, MPS Limited is running the process in a format commonly used for shareholder participation under prevailing regulatory frameworks. The company’s focus on KYC and email registration reflects the practical requirement of ensuring stakeholders can receive notices and use electronic voting channels in time.

What to watch next

The next immediate milestones are the remote e-voting window (August 19 to August 21, 2026) and the court-convened meetings on August 22, 2026. MPS Limited has also indicated that meeting notices and related information will be published through the specified newspapers and made available online through the provided web links. Any further steps in the scheme process would depend on outcomes of these meetings and the subsequent legal and regulatory process, as applicable under the Companies Act framework.