MPS Limited Approves 5th Grant of 79,009 Employee Stock Options Under ESOS 2023 Scheme

MPS Limited has announced the 5th grant of 79,009 (Seventy-Nine Thousand Nine Only) employee stock options under its 'Employee Stock Options Scheme 2023' (ESOS 2023). The Nomination and Remuneration Committee of the Board of Directors approved this grant at its meeting held on May 4, 2026. The disclosure was made pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Details of the Option Grant

The options have been granted to eligible employees at a market price of INR 1,657.70 per share. The market price was determined as the latest available closing price on the National Stock Exchange of India Limited, being the stock exchange that recorded the highest trading volume in the equity shares of the company on the trading day immediately preceding the date on which the grant was approved. The scheme is in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

The following table summarises the key parameters of the 5th grant under ESOS 2023:

Parameter: Details Grant Number: 5th Grant Number of Options Granted: 79,009 (Seventy-Nine Thousand Nine Only) Total Equity Shares Covered: 79,009 (Seventy-Nine Thousand Nine Only) Grant Price: INR 1,657.70 per share Price Basis: Latest closing price on NSE (highest trading volume exchange) Vesting Schedule: Equally over 4 (Four) annual vesting periods Exercise Period: Maximum 5 (Five) years from the date of vesting Governing Scheme: MPS Limited-Employee Stock Options Scheme 2023 (ESOS 2023) Regulatory Compliance: SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

Vesting and Exercise Terms

The granted options will vest equally over four annual vesting periods. Once vested, the option grantees are entitled to exercise their vested options within a maximum exercise period of five years from the respective date of vesting. The terms and conditions of ESOS 2023, as approved by the shareholders of the company, are applicable to this grant.

Regulatory Disclosure

The intimation was made in compliance with Regulation 30 read with Schedule III of the SEBI Listing Regulations and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30, 2026. The disclosure was signed by Raman Sapra, Company Secretary & Compliance Officer of MPS Limited. Further details are available on the company's website under the Investors section.

MPS Limited has received an Assessment Order under the Income Tax Act with a demand of INR 217,800,272 for Assessment Year 2023-24. The company disclosed this development under Regulation 30 of SEBI Listing Regulations on 29 April 2026, following receipt of the order on 28 April 2026.

Assessment Order Details

The Assessment Order was issued under Section 143(3) read with Section 144C(3) of the Income-tax Act, 1961, along with a Demand Notice under Section 156 of the Act. The order resulted from scrutiny proceedings conducted by the Income Tax Department's Assessment Unit.

Parameter: Details Assessment Year: 2023-24 Date of Receipt: 28 April 2026, 07:03 P.M. (IST) Issuing Authority: Assessment Unit, Income Tax Department Total Demand: INR 217,800,272 Income Enhancement: INR 48,238,909

Key Adjustments and Variations

The returned income has been enhanced by INR 48,238,909 primarily due to differences in interpretation of specific transactions. The variations include:

Withholding tax positions

Depreciation claims

Treatment of certain liabilities

Payments to non-resident associated enterprises

Transfer pricing adjustments

Demand Computation Issues

MPS Limited has identified several concerns with the demand computation. Despite the company's applicable tax rate being 25.168% under the new tax regime, the demand appears to have been computed using an incorrect tax rate. The total demand has been significantly impacted by:

Component: Amount/Details Interest under Section 234B: Approximately INR 6.35 crores Foreign Tax Credit (not considered): INR 1.15 crores Impact: Inflated overall demand

Company's Response and Action Plan

The company is preparing to challenge the assessment through proper legal channels. MPS Limited plans to file an appeal along with an application for rectification under Section 154 of the Act before the appropriate authorities within prescribed timelines. The rectification application will address the inappropriate tax rate applied on the assessed income as per the Demand Order.

The Assessment Order also records initiation of penalty proceedings under Section 270A of the Act for under-reporting of income, though no penalty order has been passed as of the disclosure date.

Financial Impact Assessment

Based on preliminary assessment, MPS Limited believes it has strong factual grounds regarding the matters raised in the Assessment Order. The company stated that it does not expect any material impact on its financial position, operations, or business activities from this development.

The disclosure was made in compliance with Regulation 30 of SEBI Listing Regulations, with Company Secretary & Compliance Officer Raman Sapra certifying the information as true, correct, and complete.

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