Integrated Personnel Services Approves Balance Consideration of Rs. 1,78,91,040 for Remaining 18.83% Stake in Informatic Connecting Tech Private Limited

Integrated Personnel Services Limited's Board of Directors, at its meeting held on 14th May 2026, approved the payment of balance consideration amounting to Rs. 1,78,91,040/- (Rupees One Crore Seventy Eight Lakhs Ninety One Thousand and Forty Only) in cash to the shareholders of Informatic Connecting Tech Private Limited (ICTPL). This payment pertains to the acquisition of the remaining 18.83% equity stake in ICTPL, comprising 1,962 equity shares of Rs. 10/- each. The board meeting commenced at 6:00 pm (IST) and concluded at 6:20 pm (IST).

Background of the Acquisition

This transaction is a continuation of the earlier intimation dated 17th July 2025, wherein Integrated Personnel Services had disclosed the execution of a Share Purchase and Share Subscription Agreement (SPSSA) with ICTPL and its shareholders for the acquisition of 100% shareholding of the company. The current board approval marks the payment of the balance consideration under the terms of the said SPSSA. No governmental or regulatory approvals are required for this acquisition.

Key Transaction Details

The following table summarises the key parameters of the acquisition:

Parameter: Details Target Entity: Informatic Connecting Tech Private Limited (ICTPL) Stake Acquired (Current Tranche): 18.83% equity stake Number of Shares: 1,962 equity shares of Rs. 10/- each Consideration Amount: Rs. 1,78,91,040/- Nature of Consideration: Cash Date of Board Approval: 14th May 2026 Regulatory Approvals Required: None

About Informatic Connecting Tech Private Limited

ICTPL was incorporated on 3rd October 2013 and has its registered office at 14, Whispering Palms Shopping Center, Lokhandwala Complex, Kandivali East, Mumbai – 400101, Maharashtra, India. The company operates in the software designing and development industry, with its core activities spanning:

Software design, development, customization, implementation, maintenance, testing, and benchmarking

Designing and developing computer software and solutions

Import, export, sale, purchase, distribution, and hosting (via data centers or web platforms) of proprietary and third-party software packages, programs, and solutions

Internet and web-based applications, services, and solutions

ICTPL's turnover performance over recent years is presented below:

Financial Year: Turnover (Rs.) 2022-23: Nil 2023-24: 50,00,000/- 2024-25: 1,36,36,100/-

ICTPL has a presence in India and globally.

Strategic Rationale

Through this acquisition, Integrated Personnel Services aims to establish a presence in the software design, development, customization, and implementation of Human Resource Management Systems (HRMS). The strategic intent encompasses the deployment of a Software-as-a-Service (SaaS) platform focused on enhancing employee engagement and optimising operational efficiency. The acquisition is designed to streamline HR processes, ensure seamless integration, and deliver an improved user experience through technology-driven solutions.

Related Party Disclosure

The promoters of ICTPL are Tarang Raghuvir Goyal and Sandeep Kaur Goyal. As per Regulation 2(1)(zb) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the issue of specified securities on a preferential basis, subject to compliance with the applicable requirements, shall not be classified as a related party transaction. The disclosure has been made in compliance with Regulation 30 and Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as well as SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Integrated Personnel Services Limited has announced the completion of its acquisition of Informatic Connecting Tech Private Limited (ICTPL), acquiring an 81.17% equity stake comprising 8,455 equity shares of Rs. 10/- each. The Board of Directors approved the transaction at its meeting held on May 5, 2026, which commenced at 5:00 PM IST and concluded at 6:10 PM IST. The acquisition was executed through a share swap agreement under the Share Purchase and Share Subscription Agreement (SPSSA), originally intimated on July 17, 2025. A balance payment of Rs. 1,78,91,040/- shall be made in cash to the shareholders of ICTPL.

About the Acquired Entity

ICTPL is a private limited company incorporated on October 3, 2013, with its registered office at 14, Whispering Palms Shopping Center, Lokhandwala Complex, Kandivali East, Mumbai – 400101, Maharashtra, India. The company is engaged in software design, development, customization, implementation, maintenance, testing, and benchmarking, and also provides internet and web-based applications, services, and solutions. The following table outlines ICTPL's turnover history:

Financial Year: Turnover (Rs.) 2022-23 Nil 2023-24 50,00,000/- 2024-25 1,36,36,100/-

ICTPL has a presence in India and globally. No governmental or regulatory approvals were required for the acquisition.

Strategic Rationale

Through this acquisition, Integrated Personnel Services Limited aims to establish a strong presence in the software design, development, customization, and implementation of Human Resource Management Systems (HRMS). The strategic intent is to empower businesses through an innovative Software-as-a-Service (SaaS) platform that enhances employee engagement and optimizes operational efficiency. The total consideration for the acquisition of ICTPL was reported at Rs. 7,71,12,000/-.

Preferential Allotment — Non-Cash Consideration (Promoter Group)

Pursuant to the SPSSA, the Board approved the allotment of 8,03,250 equity shares of face value Rs. 10/- each at an issue price of Rs. 96/- per share on a preferential basis to the shareholders of ICTPL, who form part of the Promoter Group, as non-cash consideration. The allotment details are as follows:

Name of Allottee: Category No. of Equity Shares Allotted Consideration Received Tarang Raghuvir Goyal Promoter 7,60,000 8,000 Equity Shares of ICTPL Sandeep Kaur Goyal Promoter 43,250 455 Equity Shares of ICTPL

Preferential Allotment — Cash Consideration (Non-Promoter Public Category)

The Board also approved the allotment of 8,03,250 equity shares of face value Rs. 10/- each at an issue price of Rs. 96/- per share on a preferential basis for cash consideration to persons belonging to the Non-Promoter Public Category. The details of this allotment are as follows:

Name of Allottee: Category No. of Equity Shares Allotted Total Consideration (Rs.) Jitendra Rasiklal Sanghavi Non-Promoter 3,00,000 2,88,00,000 Roopal Hitesh Kawa Non-Promoter 1,70,250 1,63,44,000 Varshit Janak Shah Non-Promoter 56,250 54,00,000 Nimesh Sahadeo Singh Non-Promoter 17,250 16,56,000 Kaushik Hasmukhlal Gandhi Non-Promoter 17,250 16,56,000 Priti Nimesh Singh Non-Promoter 67,500 64,80,000 Bijal Kaushik Gandhi Non-Promoter 67,500 64,80,000 Archana V Maheshwari Non-Promoter 45,000 43,20,000 Dharmista Bhavik Sanghvi Non-Promoter 39,750 38,16,000 Mukesh Saraswat Non-Promoter 11,250 10,80,000 Sarweswara Reddy Sanivarapu Non-Promoter 11,250 10,80,000

Both allotments were made in compliance with Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and the provisions of the Companies Act, 2013, along with applicable rules made thereunder. The disclosures were made in accordance with Regulation 30 and Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2//3762/2026 dated January 30, 2026.

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