Key Quantitative Figures

  • Buyback Size: ₹10,80,00,000 (Ten Crore Eighty Lakh Rupees)
  • Number of Shares: Up to 54,00,000 (Fifty-Four Lakh) fully paid-up equity shares
  • Face Value: ₹10 per share
  • Buyback Price: ₹20 per share
  • Percentage of Capital: 7.76% of total paid-up equity share capital
  • Percentage of Reserves: 8.434% of total paid-up capital and free reserves (standalone) and 8.435% (consolidated)
  • Transaction Costs: Excluded from buyback size
  • Small Shareholder Definition: Holders with shares valued ≤₹2,00,000 based on NSE closing price of ₹15.38 on Record Date
  • Reservation for Small Shareholders: 20,80,425 shares (higher of 15% of buyback or entitlement)
  • Escrow Amount Deposited: ₹2,70,00,000 (25% of buyback size) with ICICI Bank

Dates Schedule

  • Board Approval Date: June 23, 2026
  • Public Announcement Date: June 24, 2026
  • Publication Date: June 25, 2026
  • Record Date: June 30, 2026
  • Letter of Offer Dispatch: July 2, 2026
  • Buyback Opening: July 6, 2026
  • Buyback Closing: July 10, 2026 (5:00 PM IST)
  • Last Date for Tender Forms: July 10, 2026
  • Settlement Completion: July 17, 2026
  • Extinguishment Date: July 28, 2026

Parties Involved

  • Manager to Buyback: Saffron Capital Advisors Private Limited
  • Registrar to Buyback: Bigshare Services Private Limited
  • Buying Broker: Choice Equity Broking Private Limited
  • Escrow Agent: ICICI Bank Limited
  • Designated Stock Exchange: BSE Limited
  • Statutory Auditor: Hitesh Shah & Associates
  • Depositories: NSDL and CDSL

Financial Impact

  • Source of Funds: Free reserves and/or securities premium account (not borrowed funds)
  • Capital Reduction: Nominal value of bought-back shares to be transferred to capital redemption reserve account
  • Post-Buyback Capital: Reduction from ₹69.59 crore to ₹64.19 crore (assuming full acceptance)
  • EPS Impact: Increase from ₹1.38 to ₹1.50 (standalone)
  • Return on Networth: Improvement from 7.51% to 7.84% (standalone)
  • Debt-Equity Ratio: Remains compliant at 0.053:1 post-buyback (within 2:1 limit)

Capital Structure Impact

  • Pre-Buyback Capital: 6,95,85,746 equity shares of ₹10 each
  • Post-Buyback Capital: 6,41,85,746 equity shares (assuming full acceptance)
  • Promoter Holding: Current 36.15% may reduce to 34.31% if only promoters participate
  • Public Holding: Will remain above minimum requirement of 25%

Procedure Details

  • Tender Method: Through stock exchange mechanism using acquisition window
  • Entitlement Ratio: 44 shares for every 567 shares held (both reserved and general categories)
  • Verification: By Registrar to Buyback
  • Settlement: Through clearing corporation similar to secondary market trades
  • Payment: Within 5 working days of closure to eligible shareholders

Promoter Participation

  • Promoter and promoter group (Asgar Shakoor Patel, Asgar Shakoor Patel Trust, etc.) expressed intention to participate
  • Aggregate holding: 2,51,55,310 shares (36.15%)
  • Maximum intended offer: Up to their entire holding
  • Trading restrictions apply from board meeting date till buyback closure

Taxation Notes

  • Capital gains tax applicable on difference between buyback price and acquisition cost
  • Additional tax for promoters: 2% on short-term gains, 9.5% on long-term gains (domestic companies)
  • TDS requirements for non-resident shareholders
  • STT applicable since buyback through stock exchange

Documents Available for Inspection

  • Certificate of Incorporation, MOA, AOA
  • Annual reports for FY2024, FY2025, audited FY2026 statements
  • Board resolution, auditor reports, public announcement
  • Escrow agreement, solvency declaration
  • Tax opinion from Hitesh Shah & Associates

Important Conditions

  • No defaults in repayment of deposits, debentures, term loans
  • No issue of new shares till buyback completion except discharge of subsisting obligations
  • No further capital raising for one year except for specific obligations
  • Minimum public shareholding maintained
  • Equity shares bought back will be extinguished