| Buyback Ratio | | Category | Entitlement Ratio of Buyback | Shares Offered |
|---|
| Reserved Category for Small Shareholders | 25 Equity Shares out of every 103 Fully paid-up Equity Shares held on the Record Date. | 1,32,51,651 | | General Category for all other Eligible Shareholders | 25 Equity Shares out of every 103 Fully paid-up Equity Shares held on the Record Date. | 1,67,48,349 |
| | Category | Entitlement Ratio of Buyback | Shares Offered |
|---|
| Reserved Category for Small Shareholders | 126 Equity Shares out of every 761 Fully paid-up Equity Shares held on the Record Date. | 3,29,093 | | General Category for all other Eligible Shareholders | 126 Equity Shares out of every 761 Fully paid-up Equity Shares held on the Record Date. | 2,50,907 |
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| Necessity of the buyback |
- The buyback will help the company to return surplus cash to its shareholders holding equity shares broadly in proportion to their shareholding, thereby, enhancing the overall return to shareholders.
- The buyback will help the company to optimize the capital structure;
- The Buyback, which is being implemented through the Tender Offer route as prescribed under the SEBI Buyback Regulations, would involve allocation of the number of equity shares as per their entitlement or 15% of the number of equity shares to be bought back, whichever is higher, reserved. The company believes that the reservation for small shareholders would benefit a large number of the Company's public shareholders, who get classified as "Small Shareholders, as per regulations 2(i)(n) of the SEBI Buyback Regulations.
- The buyback may help in improving financial ratios like earnings per share, return on capital employed, and return on equity, by reduction in the equity base, thereby leading to long-term increase in shareholders' vlaue; and
- The buyback gives an option to the shareholders holding Equity shares of the company, who can choose to participate and get cash in lieu of Equity shares to be accepted under the Buyback offer or they may choose not to participate and enjoy a resultant increase in their percentage shareholding, post the buyback offer, without additional investment.
| The Company is undertaking the Buyback after taking into account the Company's medium-term strategic and operational cash requirements, as well as the need to return surplus funds to the members in an effective and efficient manner. The proposed Buyback will help the Company achieve the following objectives:
- Optimise returns to shareholders; and
- Enhance overall shareholders' value. 2.2 The above objectives will be achieved through the Buyback process. They may lead to reduction in outstanding Equity Shares, improvement in earnings per Equity Share and enhanced return on invested capital. The Buyback will not, in any manner, impair the Company's ability to pursue growth opportunities or meet its cash requirements for business operations and continued capital investment, as and when required.
- The Buyback will help the Company to return surplus cash to its shareholders holding Equity Shares broadly in proportion to their shareholding, thereby, enhancing the overall return to shareholders;
- The Buyback, which is being implemented through the Tender Offer route as prescribed under the Buyback Regulations, would involve a reservation of up to 15% of the Equity Shares proposed to be brought back by the Company or the actual number of Equity Shares entitled as per the shareholding of small shareholders on the Record Date, whichever is higher. The Company believes that this reservation for small shareholders would benefit a significant number of the Company's public shareholders, who would be classified as 'Small Shareholders';
- The Buyback may help in improving return on equity, earnings per share by reduction in the equity base in the long term, thereby leading to long-term increase in shareholders' value; and
- The Buyback gives an option to the Eligible Shareholders to either (A) participate in the Buyback and receive cash in lieu of their Equity Shares, which are accepted under the BuyBack offer or (B) not to participate in the Buyback offer and get a resultant increase in their percentage shareholding in the Company post the BuyBack offer, without additional investment.
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