MPS Limited Secures Auditor‑Verified SEBI Compliance for Family Trust Exemptions Through FY26

**TL;DR** MPS Limited confirmed that its two family trusts maintain compliance with market regulator SEBI’s exemption orders for takeover regulations through the 2026 fiscal year, as certified by an independent auditor. This ensures continued adherence to specific conditions for their holdings in the company.

The Securities and Exchange Board of India (SEBI) governs India's securities market, aiming to protect investors and maintain market integrity. SEBI's Takeover Regulations, specifically Regulations 3 and 4, typically mandate a public offer when an entity acquires a significant stake in a listed company. This ensures fair treatment for existing shareholders. However, SEBI can issue exemptions under Regulation 11(5) for specific situations, such as internal family arrangements, provided certain conditions are met annually.

MPS Limited officially filed its annual compliance confirmations for the 2026 fiscal year with India's Bombay Stock Exchange (BSE) and National Stock Exchange of India (NSE) on April 17, 2026. These filings affirmed the continued adherence of two Nishith Arora Family Trusts to crucial regulatory exemptions.

Independent auditor Jain Kapil & Associates certified the full compliance of both the Nishith Arora Family Trust and NAFT-2 on April 15, 2026. This certification confirmed that the trusts met all conditions outlined in their respective SEBI exemption orders.

The Nishith Arora Family Trust and NAFT-2 hold specific exemptions from SEBI's takeover Regulations 3 and 4, granted under Regulation 11(5). The initial order for the Nishith Arora Family Trust dates back to February 14, 2020, while NAFT-2 received its exemption on May 30, 2025. These exemptions allow the trusts to acquire shares or exercise voting rights in MPS Limited without triggering a mandatory open offer, provided they meet stipulated conditions annually.

This auditor-verified compliance confirms that the Nishith Arora Family Trusts continue to operate within the established regulatory framework for their MPS Limited holdings. The annual certification process, a key requirement of the exemption orders, provides transparency and assures regulators and investors that the conditions attached to these crucial exemptions are consistently met. This adherence helps maintain stability in the ownership structure without triggering mandatory open offers, which can be disruptive. The process underlines the trusts' commitment to regulatory adherence through FY26.

Observers will now monitor future regulatory updates from SEBI regarding takeover exemptions. Any changes could influence the ongoing compliance requirements for such family trusts holding stakes in public companies.