Key Quantitative Figures
- Buyback Size: ₹325 lakhs (Rupees Three Hundred Twenty Five Lakhs only)
- Buyback Price: ₹130 per equity share
- Maximum Shares to be Bought Back: 2,50,000 equity shares
- Percentage of Total Paid-up Capital: 12.69% (as on March 31, 2026)
- Percentage of Paid-up Capital + Free Reserves: 12.28% (within statutory limit of 25%)
- Face Value of Shares: ₹10 per share
- Total Paid-up Capital (March 31, 2026): ₹197.05 lakhs
- Total Free Reserves (March 31, 2026): ₹2,449.04 lakhs
- Permissible Capital Payment Limit: ₹661.52 lakhs (25% of capital + reserves)
Dates and Timeline
- Board Meeting Date: October 30, 2026 (buyback approval)
- EGM Date: Wednesday, 2nd December, 2026 at 12:00 noon IST
- Record Date: To be decided by Board/Buyback Committee
- Register Closure Period: Wednesday, 25th November, 2026 to Wednesday, 2nd December, 2026 (both days inclusive)
- Remote e-Voting Period: Friday, 27th November, 2026 at 9:00 a.m. to Tuesday, 1st December, 2026 at 5:00 p.m.
- Buyback Completion Timeline: Within 12 months from shareholder approval
Parties Involved
- Stock Exchange: BSE Limited
- Registrar & Share Transfer Agent: Bigshare Services Private Limited
- Scrutinizer: Mr. Pramod S. Shah, Practising Company Secretary
- Auditors: D K P & Associates (Pooja Jain, Partner)
- Buyback Committee: Mr. Shahin Nand Khemani (Managing Director), Mr. Rahul Ashok Khemani (Whole time Director & CFO), Mr. Siddharth Ashok Khemani (Non-Executive Director)
Buyback Structure and Methodology
- Method: Tender offer route through stock exchange mechanism
- Reservation: 15% of buyback shares or shares entitled to small shareholders (whichever is higher) reserved for small shareholders (holding shares worth ≤ ₹2,00,000)
- Funding Source: Free reserves and/or securities premium account (not from borrowed funds)
- Price Flexibility: Board may increase buyback price and decrease number of shares 1 working day prior to record date, keeping total outlay unchanged
Financial and Operational Impact
- Source of Funds: Company's current surplus, cash balances, current investments, and internal resources
- Debt Position: No debt as per March 31, 2026 financials (Debt to Capital + Reserves ratio 0:1)
- Capital Reduction: Transfer of nominal value of bought-back shares to Capital Redemption Reserve Account
- EPS Impact: Expected improvement in earnings per share due to reduction in equity base
- Return on Equity: Expected improvement through distribution of surplus funds
Promoter and Director Shareholding
- Total Promoter & Promoter Group Holding: 56.02% as on date of notice
- Promoter Participation: Promoters and promoter group have expressed intention not to participate in buyback
- Director Holdings: Mr. Rahul A Khemani (3.43%), Mr. Shahin N Khemani (3.60%), Mr. Siddharth Ashok Khemani (1.07%)
Corporate Governance Confirmations
- No defaults in repayment of deposits, debentures, term loans, or dividend payments
- Compliance with Sections 92, 123, 127 and 129 of Companies Act, 2013
- No buyback of securities in preceding one year
- No scheme of amalgamation or compromise pending
- Minimum public shareholding requirements will be maintained
- No issuance of new equity shares during buyback period
Auditor's Certification
D K P & Associates provided unqualified report confirming:
- Permissible capital payment properly determined
- Company will not be rendered insolvent within one year post-buyback
- Buyback size within statutory limits
Voting Arrangements
- EGM to be held through video conference/audio visual means
- Remote e-voting facility provided through Bigshare Services
- Members can vote through depository participants (CDSL/NSDL) or directly on Bigshare platform
- Scrutinizer appointed for fair and transparent voting process
Documents Available for Inspection
- Memorandum and Articles of Association
- Board resolution for buyback
- Auditor's report dated October 30, 2026
- Latest audited financial statements (March 31, 2026)