Orbit Exports Limited submitted a regulatory filing to NSE and BSE containing the board resolution passed on July 7, 2026, approving a buyback of equity shares under SEBI Buyback Regulations.

The Board approved the buyback of up to 11,04,000 (Eleven Lakh Four Thousand) fully paid-up equity shares of face value ₹10 each at a price of ₹250 per share, representing 4.16% of the total paid-up equity capital as of March 31, 2026. The total buyback size is ₹27,60,00,000 (Rupees Twenty Seven Crore Sixty Lakh), which represents 9.88% and 9.16% of the aggregate of total paid-up equity share capital and free reserves based on latest audited standalone and consolidated financial statements as of March 31, 2026, within the statutory limit of 10%.

The buyback will be conducted through the tender offer route using the stock exchange mechanism prescribed under SEBI Buyback Regulations. The buyback price represents various premiums over market prices: 10.64% and 11.89% premium over 3-month VWAP on BSE and NSE respectively; 0.71% and 3.04% premium over 2-week VWAP; 11.71% and 13.48% premium over closing price on intimation date (July 2, 2026); and 9.82% and 10.27% premium over closing price on board meeting date (July 7, 2026).

The Board retains flexibility to increase the buyback price and decrease the number of shares one working day prior to the record date, maintaining the same total buyback size, as per Regulation 5(via) of SEBI Buyback Regulations.

Promoters and promoter group members have indicated their intention not to participate in the buyback. The company will reserve 15% of the buyback shares for small shareholders as defined under SEBI regulations, whichever is higher.

The buyback will be funded from the company's current surplus, cash balances, current investments, and internal resources (not from borrowed funds). Transaction costs including filing fees, brokerage, taxes, advisor fees, and other expenses are excluded from the buyback size.

The record date for determining eligible shareholders is set as July 15, 2026. The company confirmed compliance with various statutory requirements including no defaults in debt repayment, adequate debt-equity ratio post-buyback (not exceeding 2:1), and compliance with minimum public shareholding requirements.

A Buyback Committee was constituted comprising Mr. Pankaj Seth (Chairman), Mr. Parth Seth (Member), Mr. Rahul Tiwari (Member), and Mr. Omprakash Jat (Secretary). The committee is delegated extensive powers for implementation including appointment of intermediaries, price revision, escrow arrangements, and execution of all buyback-related activities.

Key appointments made: Saffron Capital Advisors Private Limited as Manager/Merchant Banker, MUFG Intime India Private Limited as Registrar, DBS Bank India Limited as Escrow Agent, and BSE Limited as Designated Stock Exchange. Mr. Omprakash Jat was appointed as Compliance Officer for the buyback.

The company will file a Declaration of Solvency with ROC and SEBI, signed by Mr. Pankaj Seth and Ms. Anisha Seth. The board confirmed that the company will be able to meet its liabilities and not be rendered insolvent within one year from the buyback approval date.

Post-buyback, the company will transfer an amount equal to the nominal value of shares bought back to the capital redemption reserve account and will extinguish and physically destroy the bought-back shares within specified timelines.