MPS Limited — Board/Management Information 2024

Jul 19, 2024

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Ref: MPSL/SE/25/2024-25 Date: 19 July 2024

	National Stock Exchange of India Limited Exchange Plaza, 5th Floor, Plot no. C/1, G Block, Bandra – Kurla Complex, Bandra (East), Mumbai - 400 051, India Symbol:MPSLTD ISIN:INE943D01017	BSE Limited Department of Corporate Services Phiroze Jeejeebhoy Towers Dalal Street, Mumbai- 400001, India Scrip Code:532440 ISIN:INE943D01017

Dear Sirs,

Sub: Appointment of Ms. Ruvina Singh (DIN: 10352020) and Mr. Karthik Bhat Khandige (DIN: 06730563) as Additional Directors designated as Independent Non-Executive Directors of the Company

Pursuant to Regulation 30 read with Para A(7) of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and based on the recommendation of the Nomination and Remuneration Committee, we hereby inform you that the Board of Directors of the Company, on 19 July 2024, considered and approved the Appointment of Ms. Ruvina Singh (DIN: 10352020) and Mr. Karthik Bhat Khandige (DIN: 06730563), as Additional Directors, designated as an Independent Non-Executive Directors of the Company.

The brief information w.r.t the appointment of Ms. Ruvina Singh and Mr. Karthik Bhat Khandige is as follows:

1. Appointment of Ms. Ruvina Singh (DIN: 10352020), as an Additional Director designated as an Independent Non-Executive Director of the Company:

Upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company considered and approved the appointment of Ms. Ruvina Singh (DIN: 10352020), as an Additional Director designated as an Independent Non-Executive Director of the Company, to hold office for a term of 2 (Two) consecutive years with effect from 30 July 2024 to 29 July 2026 (both days inclusive), subject to the approval of shareholders of the Company, and that Ms. Ruvina Singh shall not be liable to retire by rotation.

The requisite details in respect of the brief profile of Ms. Ruvina Singh, as required to be furnished in compliance with Regulation 30 read with Para A of Part A of Schedule III of SEBI Listing Regulations and SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13 July 2023 is enclosed herewith as “Annexure-1” .

The same is also available on the website of the Company i.e. www.mpslimited.com under the head Investors.

2. Appointment of Mr. Karthik Bhat Khandige (DIN: 06730563), as an Additional Director designated as an Independent Non-Executive Director of the Company:

Upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company considered and approved the appointment of Mr. Karthik Bhat Khandige (DIN: 06730563), as an Additional Director designated as an Independent NonExecutive Director of the Company, to hold office for a term of 2 (Two) consecutive years with effect from 30 July 2024 to 29 July 2026 (both days inclusive), subject to the approval of shareholders of the Company, and that Mr. Karthik Bhat Khandige shall not be liable to retire by rotation.

www.mpslimited.com

Registered Office: RR Towers IV, Super A, 16/17, Thiru‐Vi‐Ka Industrial Estate, Guindy, Chennai‐600032 (INDIA), Tel: +91 44 49162222 Fax: +91 44 49 16 2225 Email: info@mpslimited.com Corporate Identification Number: L22122TN1970PLC005795

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The requisite details in respect of the brief profile of Mr. Karthik Bhat Khandige, as required to be furnished in compliance with Regulation 30 read with Para A of Part A of Schedule III of SEBI Listing Regulations and SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13 July 2023 is enclosed herewith as “Annexure-1” .

The same is also available on the website of the Company i.e. www.mpslimited.com under the head Investors.

This is for your information and record.

Thanking you,

Yours Faithfully, For MPS Limited

Digitally signed by RAMAN SAPRA DN: c=IN, o=PERSONAL, title=9408, RAMAN pseudonym=43dbd303263049bf818a076f6d838560, 2.5.4.20=18cf30a1544184712dd62ca166b9 893ae39be03b72c0f4a44c907cf6e8f25d25, postalCode=201014, st=Uttar Pradesh, serialNumber=15cbe9dded45c032a01894 SAPRA d72a7cb7af4313fb2366016cd2de145cfc53 0838fc, cn=RAMAN SAPRA

Raman Sapra Company Secretary & Compliance Officer

Encl: As Above

www.mpslimited.com

Registered Office: RR Towers IV, Super A, 16/17, Thiru‐Vi‐Ka Industrial Estate, Guindy, Chennai‐600032 (INDIA), Tel: +91 44 49162222 Fax: +91 44 49 16 2225 Email: info@mpslimited.com Corporate Identification Number: L22122TN1970PLC005795

“Annexure-1”

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DETAILS OF THE DIRECTORS AS REQUIRED UNDER REGULATION 30 READ WITH PARA A OF PART A OF SCHEDULE III OF SEBI LISTING REGULATIONS AND SEBI CIRCULAR NO. SEBI/HO/CFD/CFD-POD-1/P/CIR/2023/123 DATED 13 JULY 2023 ARE AS UNDER:

S. No.	Particulars	Description	Description
1	Name of the Director	Ms. Ruvina Singh	Mr. Karthik Bhat Khandige
2	DIN	10352020	06730563
3	Reason for Change viz. Appointment	Appointment of Ms. Ruvina Singh (DIN: 10352020) as an Additional Director designated as Independent Non- Executive Director, subject to the approval of Shareholders of the Company.	Appointment of Mr. Karthik Bhat Khandige (DIN: 06730563) as an Additional Director designated as Independent Non-Executive Director, subject to the approval of Shareholders of the Company.
4	Date of Appointment and Term of Appointment	Date of appointment: The appointment is effective from 30 July 2024. Term of Appointment1stterm of 2 (Two) consecutive years with effect from 30 July 2024 to 29 July 2026 (both days inclusive), subject to the approval of Shareholders of the Company. Ms. Ruvina Singh shall not be liable to retire byrotation.	Date of appointment:The appointment is effective from 30 July 2024. Term of Appointment1stterm of 2 (Two) consecutive years with effect from 30 July 2024 to 29 July 2026 (both days inclusive), subject to the approval of Shareholders of the Company. Mr. Karthik Bhat Khandige shall not be liable to retire byrotation.
5	Brief profile	The Brief Profile of Ms. Ruvina Singh is enclosed herewith as“Annexure-A”.	The Brief Profile of Mr. Karthik Bhat Khandige is enclosed herewith as“Annexure-B”.
6	Disclosure of relationships between directors	Ms. Ruvina Singh is not related to any director of the Company.	Mr. Karthik Bhat Khandige is not related to any director of the Company.
7	Names of Listed entities in which the Person also holds the Directorship and the membership of Committees of the Board	Nil	Nil
8	Shareholding of Non- Executive Director	Nil	K Ishwara Bhat (HUF) in which Mr. Karthik Bhat Khandige is a Member,is holding2,240 shares of the Company.

Further, in compliance with SEBI Regulations, as amended from time to time, we hereby confirm that Ms. Ruvina Singh and Mr. Karthik Bhat Khandige, are not debarred from holding the office of Director by virtue of any SEBI order or any other such authority.

www.mpslimited.com

Registered Office: RR Towers IV, Super A, 16/17, Thiru‐Vi‐Ka Industrial Estate, Guindy, Chennai‐600032 (INDIA), Tel: +91 44 49162222 Fax: +91 44 49 16 2225 Email: info@mpslimited.com Corporate Identification Number: L22122TN1970PLC005795

"Annexure-A"

Industry Experience

Ruvina Singh is a Clinical Psychologist with 35+ years of experience specializing in Human ▪ Technology; IT Enabled Services Resources, psychometric and personality ▪ Telecom assessments, top-level leadership ▪ Pharma development and executive coaching, in multinational organizations, across a wide ▪ Shipping ▪ range of industries. Banking/Finance

Functional Experience

• Leadership Development

• Human Resource Management

• Senior-level Talent Acquisition

• Driving Transitions, Onboarding & Outsourcing

Professional/Corporate Experience

RUVINA SINGH

HR Leader Executive Coach Assessor & Facilitator

Key Highlights

• Partner, Korn Ferry International

Areas of Coaching Expertise

•	Ruvina has the distinction of building 2 start-ups in IT-enabled services, growing them ground-up to over 4000 employees in	Areas of Coaching Expertise ▪Strategic Thinking ▪Executive Presence	▪Director HR, Dell International Services ▪Sr. Vice President HR, Training, Corp	▪Director HR, Dell International Services ▪Sr. Vice President HR, Training, Corp
	a short span of time. While heading Human Resources, Training & Talent Acquisition,	▪Succession Planning	Communications, Countrywide Financial Corporation
	aligning HR processes with business strategy and driving employee engagement initiatives are amongst her other achievements.	▪Strategic Communication ▪High Performance Teams ▪Leadership Team Alignment	▪Director HR & Training, Daksh eServi Pvt (now IBM Daksh) Education	ce
•	She has assessed over 400 leaders at the top-team level and coaches CXO’s, Senior	▪Personality & Interpersonal Relationships	▪Bachelors in Psychology, Lady Shri Ram College for Women, Delhi University
	Executives – VP/SVP, Directors, GM’s and BU Heads across multinational corporations	▪Diversity and Inclusion	▪Bachelor of Education, NEHU
	and large Indian conglomerates, such as Microsoft, Google, Unilever, Pfizer, HP,	Facilitation Experience	▪Masters in Clinical Psychology, University College Cork, Ireland
	Deloitte, Adani, Tatas, to name a few.	▪Managerial Effectiveness	Assessment Tools
•	Over her career, Ruvina has managed diverse functions ranging from corporate communications, operations management,	▪Influencing, Negotiation ▪Collaboration & Teams	▪Korn Ferry Assessment Tools ▪MBTI, Hogan, 16 PF, Talent Q, FIRO-B
	business development and customer	▪Conflict, Communication	▪Simulation-Based Assessments
	acquisition.	▪Strategic Planning	▪Behavioural Interviewing

▪ Director HR & Training, Daksh eServices Pvt (now IBM Daksh)

" Annexure-B"

BRIEF PROFILE

Mr. Karthik Bhat Khandige Founder and Managing Partner, Force Ventures

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Karthik is the Founder and Managing Partner of Force Ventures, a venture firm specializing in early-stage investments from pre-seed and seed to Series A rounds. With over 20 years of experience, Karthik has held significant leadership roles as both an investor and a business operator.

From 2001 to 2009, Karthik worked with prominent firms such as SB Billimoria (now Deloitte India) and Goldman Sachs Equity Research. Following his MBA from the Indian School of Business (ISB) in 2010-2011, he has played a pivotal role in the startup ecosystem, advising, building, and investing in over 75 high-growth startups. His investment portfolio spans public and private markets, including both equity and debt.

Karthik's notable tenure in the startup ecosystem includes leadership positions at Zephyr Peacock India Fund, part of the global Zephyr Management Group, and Dailyhunt, a leading unicorn in local language content in India. He later founded and led Ubiquity Capital, focusing on early-stage venture debt, successfully overseeing the deployment and syndication of debt capital across more than 20 companies with zero delinquencies and top-tier IRRs.

In recognition of his impact, Karthik was ranked among India’s most prolific angel investors by Moneycontrol and Inc42 in 2022 and 2023. He holds an MBA from ISB Hyderabad, has cleared the CFA level 3 exams from the CFA Institute (USA), and is a Chartered Accountant from The Institute of Chartered Accountants of India.