Buyback — Procedural Flow

# Buyback — Procedural Requirements

The procedure for buyback follows a strict sequence of steps within prescribed time-frames.

## Step-by-Step Flow

```

[Step 1] [Step 2] [Step 3] [Step 4] [Step 5]

Letter of Offer → Dispatch of Offer → Offer Period → Verification → Payment

(Form SH-8) to members (Min 15 days, of Offers to shareholders

Max 30 days) whose shares accepted

(within 7 days)

```

## Detailed Steps

### Step 1 — File Letter of Offer (SH-8)

• The company shall file a Letter of Offer in Form SH-8 with the ROC.
• It contains all material disclosures regarding the buyback.

### Step 2 — Dispatch the Offer

• The Letter of Offer is dispatched to shareholders within 15 days of filing it with ROC (in modern Rules).

### Step 3 — Offer Period (Open ↔ Close)

• The offer shall be kept open for MINIMUM 15 days and MAXIMUM 30 days from the date of dispatch.
• Special case: If all members of the company agree, the offer may close even earlier than 15 days (private companies).

### Step 4 — Verification (15 Days)

• The company shall verify offers received within 15 days of closure of offer.
• In case of oversubscription, acceptance shall be on a proportionate basis.

### Step 5 — Payment

• Payment to shareholders whose offers are accepted shall be made within 7 days of verification.
• For shareholders whose offers are rejected, share certificates must be returned within the same period.

## Visual Summary