Key Quantitative Figures

  • Buyback Size: ₹5,632.80 crore (₹5,632,80,00,000)
  • Number of Shares: Up to 46,94,000 equity shares (1.68% of paid-up equity capital)
  • Buyback Price: ₹12,000 per equity share
  • Face Value: ₹10 per share
  • Transaction Costs: Excluded from buyback size
  • Percentage of Capital & Reserves: 16.93% of standalone and 15.59% of consolidated paid-up equity capital and free reserves as of March 31, 2026

Key Dates

  • Board Approval: May 6, 2026
  • Shareholder Approval: June 18, 2026 (postal ballot results declared)
  • Record Date: June 24, 2026
  • Tendering Period: July 1-7, 2026
  • Completion Timeline: Within 1 year from shareholder approval

Parties Involved

  • Manager: Kotak Mahindra Capital Company Limited
  • Registrar: KFin Technologies Limited
  • Company Broker: JM Financial Services Limited
  • Stock Exchanges: BSE Limited (designated exchange) and National Stock Exchange of India Limited
  • Auditors: S R B C & CO LLP

Buyback Details

Price Determination

The buyback price of ₹12,000 per share represents:

  • 26.31% premium to 3-month VWAP on BSE as of April 30, 2026
  • 26.53% premium to 3-month VWAP on NSE as of April 30, 2026
  • 25.76% premium to closing price on BSE as of April 29, 2026
  • 25.74% premium to closing price on NSE as of April 29, 2026

Funding Sources

Funds will be sourced from free reserves, securities premium account, or other permitted sources. No borrowed funds will be used.

Reservation for Small Shareholders

15% of shares (or number entitled to small shareholders) reserved for small shareholders (holding shares worth ≤ ₹2 lakh based on Record Date closing price).

Promoter Participation

Promoters and promoter group have expressed intention NOT to participate in the buyback via letters dated May 6-7, 2026. Their shares will be excluded from entitlement ratio calculation.

Shareholding Patterns (as of Board Meeting date)

  • Promoters & Promoter Group: 15,37,56,828 shares (55.01%)
  • Directors & KMPs: 10,12,102 shares (0.37%)
  • ESOPs held by Directors & KMPs: Vested - 1,34,572 shares; Unvested - 69,018 shares

Regulatory Compliance Confirmations

The company confirms:

  • All shares proposed for buyback are fully paid-up
  • No issuance of new shares during buyback period except for subsisting obligations
  • No further capital raising for 1 year post-buyback completion except for subsisting obligations
  • No defaults in repayment of deposits, debentures, term loans, or dividend payments
  • Compliance with Sections 92, 123, 127, and 129 of Companies Act, 2013
  • Debt-to-equity ratio will not exceed 2:1 post-buyback
  • No previous buyback in preceding 1 year
  • No pending schemes of amalgamation/compromise/arrangement

Board Solvency Declaration

The Board confirms that the company will be able to pay its debts and will not be rendered insolvent within 1 year from the board meeting date (May 6, 2026) and postal ballot result date (June 18, 2026).

Process Methodology

The buyback will be implemented through stock exchange mechanism using the acquisition window. Eligible shareholders can tender shares through:

1. Demat holders: Through their stock brokers during tendering period

2. Physical holders: Must submit share certificates, transfer deeds, and other documents to registrar

Settlement Process

  • Settlement through clearing corporation similar to secondary market trades
  • Direct payout to eligible shareholders' bank accounts
  • Unaccepted shares returned to shareholders
  • Bought-back shares will be extinguished and physically destroyed

Tax Implications

Buyback may trigger capital gains tax and securities transaction tax. Shareholders advised to consult their tax advisors.

Documents Enclosed

1. Public announcement pdf

2. Extract of board resolution (May 6, 2026)

3. Certified true copy of special resolution passed by shareholders (June 18, 2026)