THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

PeopleSupport, Inc. (PSPT)

4/24/2006 Proxy Information

As reported in the Company’s Current Report on Form 8-K filed on January 12, 2006, on January 9, 2006, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) among RT Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of the Company, Rapidtext, Inc., a Delaware corporation (“Rapidtext”) and the stockholders of Rapidtext, pursuant to which the Company acquired all of the issued and outstanding capital stock of Rapidtext for an aggregate purchase price of approximately $9,750,000, consisting of cash and Company common stock. In connection with the Company’s acquisition of Rapidtext, Jerome Woods, the former President of Rapidtext, became Senior Vice President and General Manager of PeopleSupport Rapidtext, Inc. in January 2006. Mr. Woods, as a 55.89% stockholder of Rapidtext, was entitled to receive an aggregate purchase price of $4,904,348 and 64,002 shares of Company common stock for his shares of stock of Rapidtext, subject to the terms and conditions set forth in the Merger Agreement. In addition, Mr. Woods and Glory Johnson, who were the two largest stockholders of Rapidtext, own a commercial building and lease office space to the Rapidtext captioning subsidiary acquired by the Company. The space is leased pursuant to a lease agreement dated January 9, 2006 (the “Office Lease”). The rent under the Office Lease is approximately $10,250 per month, which the Company believes to be market for the area, and is for a term of 36 months, subject to early termination by the Company.

Transactions with Management and Our Principal Stockholders

We have entered into indemnification agreements with each of our current directors and executive officers. These agreements will require us to indemnify these individuals to the fullest extent permitted under Delaware law against liabilities that may arise by reason of their service to us, and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified. We also intend to enter into indemnification agreements with our future directors and executive officers. Insofar as indemnification purports to cover liabilities arising under the Securities Act for directors, officers and persons controlling us pursuant to the foregoing provisions, we understand that in the opinion of the SEC, this indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.