Key Quantitative Figures

  • Buyback Size: ₹14,45,00,000 (Fourteen Crores Forty-Five Lakhs)
  • Number of Shares: Up to 8,50,000 (Eight Lakh Fifty Thousand) equity shares
  • Buyback Price: ₹170 per equity share
  • Face Value: ₹10 per share
  • Percentage of Capital: 2.73% of total paid-up equity share capital
  • Free Reserve Utilization: 9.81% of standalone free reserves (7.55% of consolidated)
  • Transaction Costs: Excluded from buyback size
  • Escrow Amount Deposited: ₹3,61,25,000 (25% of buyback size)

Parties Involved

  • Manager to Buyback: Saffron Capital Advisors Private Limited
  • Registrar to Buyback: MUFG Intime India Private Limited
  • Buying Broker: Choice Equity Broking Private Limited
  • Escrow Agent: ICICI Bank Limited
  • Designated Stock Exchange: BSE Limited
  • Statutory Auditor: Lodha & Co LLP

Buyback Structure

  • Method: Tender offer through stock exchange mechanism
  • Reservation: 15% for small shareholders (market value ≤ ₹2,00,000)
  • Entitlement Ratio: 12 shares for every 277 shares held
  • Actual Entitlement Factor: 4.331835257% for small shareholders, 4.331893077% for general category
  • Promoter Participation: Promoters and promoter group declared non-participation

Financial Capacity

  • Sources of Funds: Free reserves and/or securities premium account (no borrowed funds)
  • Solvency Declaration: Board confirmed company can meet debts and won't become insolvent within one year
  • Debt-Equity Ratio Post-Buyback: 0.0284 (standalone), within permissible 2:1 limit

Capital Structure Impact

  • Current Paid-up Capital: ₹31,13,05,930 (3,11,30,593 shares)
  • Post-Buyback Capital: ₹30,28,05,930 (3,02,80,593 shares) assuming full acceptance
  • Capital Reduction: ₹85,00,000 (nominal value of shares bought back)
  • Capital Redemption Reserve: Equivalent to nominal value will be created

Shareholding Pattern Impact

  • Promoter Holding Pre-Buyback: 36.97%
  • Promoter Holding Post-Buyback: 38.01% (assuming full acceptance)
  • Public Holding Post-Buyback: 61.99% (above minimum requirement)

Taxation

  • Tax Treatment: Capital gains tax applicable to shareholders from April 1, 2026
  • Withholding Requirements: As per income tax provisions
  • Non-Resident Shareholders: Subject to applicable DTAA benefits and withholding taxes

Documents Submitted

  • Declaration of Solvency (Form SH-9)
  • Auditor's report on permissible capital payment
  • Escrow agreement with ICICI Bank
  • Public announcement documents
  • Board resolution copies

Key Conditions

  • No further issue of shares during buyback period except bonus issues or discharge of subsisting obligations
  • No further capital raising for one year post-buyback completion except for subsisting obligations
  • Minimum public shareholding maintained at 61.99% post-buyback
  • All shares are fully paid-up with no partly paid shares

Financial Parameters (Post-Buyback, assuming full acceptance)

  • Standalone EPS: Increases from ₹7.51 to ₹7.72
  • Consolidated EPS: Increases from ₹9.77 to ₹10.05
  • Return on Networth: Improves from 13.52% to 14.12% (standalone)
  • Book Value per Share: Reduces from ₹47.30 to ₹43.85 (standalone)