Baring and MphasiS clarify their position "Value enhancement for stakeholders is our key objective"

Bangalore, 6 May 2005

Given the recent media reports and the follow-up queries we have received, we believe it is appropriate to formally clarify matters. Baring the largest shareholders in MphasiS BFL Ltd. and the MphasiS management team are together working to achieve value enhancement as our key objective.

Rahul Bhasin, Partner of Baring Private Equity stated as follows: “Given the current valuation of the company there has been a lot of unsolicited interest in the company at significant premiums. With a view to exploring the potential opportunity to maximize shareholder value, we have retained an Investment Bank to advise us”.

Jerry Rao, Chairman/CEO of MphasiS BFL added : “It is the fiduciary responsibility of executive directors and the management team to aid, facilitate and support all initiatives which enhance shareholder value. The company will continue to facilitate the same. The company will also explore other shareholder value optimization mechanisms such as an overseas listing at the appropriate time.”