Description

eClerx Services Limited announces buyback of up to 625,000 equity shares at ₹4,800 per share for a total amount up to ₹3,000 million through tender offer route using stock exchange mechanism.

Summary

eClerx Services Limited has opened an offer to buy back up to 625,000 fully paid-up equity shares of face value ₹10 each at a price of ₹4,800 per equity share, for a total amount up to ₹3,000 million (excluding expenses). The buyback is being conducted through the tender offer route using the stock exchange mechanism on a proportionate basis from all equity shareholders/beneficial owners as on the record date of December 17, 2025.

Key Points

  • Buyback Size: Up to 625,000 equity shares (1.31% of total paid-up equity share capital)
  • Buyback Price: ₹4,800 per equity share payable in cash
  • Total Amount: Up to ₹3,000 million (excluding buyback expenses)
  • Method: Tender offer route using stock exchange mechanism
  • Basis: Proportionate basis from all eligible shareholders
  • Record Date: Wednesday, December 17, 2025
  • Compliance: Undertaken in accordance with Sections 68, 69, 70, 110, 179 of the Companies Act and SEBI Buy Back Regulations, 2018
  • Manager to Buyback: Emkay Global Financial Services Limited
  • Registrar to Buyback: KFin Technologies Limited
  • Contact Person: Mr. Pratik Bhanushali, VP-Legal & Company Secretary

Regulatory Changes

No regulatory changes introduced. The buyback is conducted in accordance with existing SEBI (Buy-Back of Securities) Regulations, 2018 as amended, and relevant provisions of the Companies Act.

Compliance Requirements

  • For Eligible Shareholders: Letter of Offer being sent to registered equity shareholders/beneficial owners as on record date December 17, 2025
  • Documentation: Form of Acceptance-cum-Acknowledgement (Tender Form) to be used for tendering shares
  • Statutory Limits: Buyback represents 21.08% and 13.80% of aggregate fully paid-up equity share capital and free reserves as per standalone and consolidated financial statements respectively (within 25% statutory limit)
  • Approval: Subject to approvals and permissions from statutory, regulatory or governmental authorities as required under applicable law

Important Dates

  • Record Date: Wednesday, December 17, 2025
  • Board Meeting Date: Friday, October 24, 2025 (buyback proposal approval)
  • Reference Financial Statements: Audited financial statements as on March 31, 2025

Impact Assessment

Shareholder Impact: High - Eligible shareholders as on record date can participate in the buyback and receive ₹4,800 per share tendered (subject to proportionate acceptance). This represents a significant capital return opportunity.

Market Impact: High - The buyback of ₹3,000 million represents material capital allocation decision. The proportionate basis ensures fair treatment of all shareholders.

Company Impact: The buyback is within statutory limits (21.08% of standalone and 13.80% of consolidated equity and free reserves vs. 25% limit), indicating prudent capital management while returning value to shareholders.

Operational Impact: Document availability across multiple platforms (SEBI website www.sebi.gov.in, Company website www.eclerx.com, Manager website https://www.emkayglobal.com/offer-documents.aspx, and Stock Exchange) ensures transparency and accessibility for all stakeholders.

Impact Justification

Material corporate action involving significant capital return (₹3,000 million buyback) affecting 1.31% of total equity shares; high importance for eligible shareholders as on record date December 17, 2025