Key Quantitative Figures

  • Buyback Size: Up to 21,50,000 equity shares
  • Buyback Price: ₹1,380 per equity share
  • Maximum Consideration: ₹296.70 crores (excluding transaction costs)
  • Transaction Costs: Excluded from the ₹296.70 crore limit
  • Record Date: June 29, 2026
  • Percentage of Paid-up Capital: 1.35% of total equity shares
  • Free Reserves Utilization: 10.27% of standalone and 9.87% of consolidated paid-up capital and free reserves
  • Escrow Amount Deposited: ₹44.67 crores (15.06% of buyback offer size)

Dates Schedule

| Activity | Date |

| Board Meeting Approval | April 30, 2026 |

| Postal Ballot Results Declaration | June 23, 2026 |

| Public Announcement Date | June 24, 2026 |

| Publication Date | June 25, 2026 |

| Record Date | June 29, 2026 |

| Last Date for Dispatch of Letter of Offer | July 1, 2026 |

| Buyback Opening Date | July 3, 2026 |

| Buyback Closing Date | July 9, 2026 |

| Last Date for Receipt of Tender Forms | July 9, 2026 |

| Last Date for Settlement Completion | July 16, 2026 |

| Last Date for Extinguishment of Shares | July 27, 2026 |

Parties Involved

  • Manager to Buyback: Nuvama Wealth Management Limited
  • Registrar to Buyback: MUFG Intime India Private Limited (formerly Link Intime India Private Limited)
  • Escrow Agent: HDFC Bank Limited
  • Designated Stock Exchange: BSE Limited
  • Statutory Auditors: Walker Chandiok & Co LLP
  • Legal Counsel: Economic Laws Practice
  • Compliance Officer: Mr. Vinit Kumar, General Counsel & Company Secretary

Purpose and Rationale

The buyback is being undertaken to:

  • Optimize returns to shareholders
  • Enhance overall shareholders' value
  • Return surplus funds to members in an efficient manner
  • Improve return on equity through reduction in equity base

Financial and Operational Impact

  • Source of Funds: Free reserves, securities premium account, internal accruals (not borrowed funds)
  • Capital Reduction: Transfer of nominal value of bought-back shares to capital redemption reserve account
  • EPS Impact: Expected improvement in earnings per share post-buyback
  • Debt-Equity Ratio: Will remain below 2:1 post-buyback (currently 0.03 standalone, 0.07 consolidated)
  • Promoter Holding Change: May increase from 47.69% to 48.34% assuming full acceptance

Capital Structure Impact

  • Current Paid-up Capital: ₹15,92,93,050 (159,293,050 shares of ₹1 each)
  • Post-Buyback Capital: ₹15,71,43,050 (157,143,050 shares) assuming full acceptance
  • Reduction: 21,50,000 shares will be extinguished and physically destroyed

Reservation Categories

  • Small Shareholders: Defined as holders with market value ≤ ₹2,00,000 based on NSE closing price of ₹1,205 (165 shares or less)
  • Reserved Category: 3,22,500 shares (15% of buyback size or entitlement, whichever is higher)
  • General Category: 18,27,500 shares for all other eligible shareholders

Entitlement Ratio

  • Small Shareholders: 16 shares for every 127 shares held (12.598537163%)
  • General Category: 21 shares for every 928 shares held (2.262955055%)

Non-Participation

  • Promoter and promoter group (holding 47.69% as of Public Announcement date) have expressed intention not to participate
  • Their shares are excluded from entitlement ratio calculation

Tax Implications

  • Capital gains tax applicable to shareholders based on holding period
  • No tax deduction at source for resident shareholders
  • Non-resident shareholders subject to applicable withholding tax rates and DTAA benefits
  • Securities Transaction Tax applicable

Important Conditions

  • Company shall not issue new shares for 6 months except bonus issues or discharge of subsisting obligations
  • Company shall not raise further capital for 1 year from buyback completion
  • Minimum public shareholding of 25% will be maintained
  • All shares bought back will be extinguished within specified timelines

Documents Available for Inspection

  • Certificate of incorporation, MOA, AOA
  • Annual reports for FY2023-2025, audited financials for FY2026
  • Board resolution, shareholder resolution
  • Statutory auditor's report, declaration of solvency
  • Escrow agreement, public announcement
  • Tax opinion from O P Bagla & Co LLP