Description

Letter of Offer for buyback of up to 4,25,000 equity shares of Fairchem Organics Limited at ₹800 per share through tender offer route, representing 3.26% of paid-up equity share capital.

Summary

Fairchem Organics Limited has issued a Letter of Offer dated January 6, 2026 for buyback of up to 4,25,000 fully paid-up equity shares of face value ₹10 each at a price of ₹800 per share. The buyback represents 3.26% of the total paid-up equity share capital as on March 31, 2025, with an aggregate consideration of up to ₹3,400 lakhs. The buyback is being conducted through the tender offer route on a proportionate basis (subject to small shareholder reservation) for all eligible shareholders as on the Record Date of January 5, 2026.

Key Points

  • Buyback of up to 4,25,000 equity shares at ₹800 per share
  • Face value of equity shares: ₹10 each
  • Total buyback consideration: up to ₹3,400 lakhs (₹34 crores)
  • Represents 3.26% of total paid-up equity share capital as on March 31, 2025
  • Buyback method: Tender offer route on proportionate basis
  • Special provision for small shareholder reservation
  • Record Date: Monday, January 5, 2026
  • Manager to Buyback: Motilal Oswal Investment Advisors Limited
  • Registrar to Buyback: MUFG Intime India Private Limited
  • Company Secretary and Compliance Officer: Jatin Jain

Regulatory Changes

No regulatory changes are introduced by this circular. The buyback is being conducted in accordance with existing regulations including:

  • Article 43 of the Articles of Association of the Company
  • Sections 68, 69 and 70 of the Companies Act, 2013
  • SEBI (Buy Back of Securities) Regulations, 2018, as amended
  • SEBI LODR Regulations
  • Relevant SEBI Circulars

Compliance Requirements

  • Eligible shareholders: All registered equity shareholders as on the Record Date (January 5, 2026) or beneficial owners as per depository records
  • Shareholders must participate through the tender offer process to sell their shares
  • Proportionate basis allocation (subject to small shareholder reservation)
  • Shareholders requiring clarification should consult their stock broker, investment consultant, Manager to the Buyback (Motilal Oswal Investment Advisors Limited), or Registrar to the Buyback (MUFG Intime India Private Limited)

Important Dates

  • Letter of Offer Date: January 6, 2026
  • Record Date: Monday, January 5, 2026
  • Reference Date for Paid-up Equity Share Capital: March 31, 2025

Impact Assessment

Market Impact: The buyback at ₹800 per share provides an exit opportunity for shareholders at a premium. The tender offer mechanism ensures fair and proportionate participation across all eligible shareholders.

Shareholder Impact:

  • Shareholders as on Record Date can participate in the buyback offer
  • Small shareholders receive preferential treatment through reservation quota
  • Buyback will reduce the number of outstanding shares by up to 3.26%
  • Non-participating shareholders may see increased ownership percentage

Company Impact:

  • Deployment of ₹3,400 lakhs for share buyback
  • Reduction in equity base and potential improvement in financial ratios (EPS, ROE)
  • Demonstrates confidence in company’s financial position and future prospects
  • Capital structure optimization through reduction in equity capital

Impact Justification

High importance as it's a significant corporate action (buyback) affecting shareholders. Medium impact as it involves 3.26% of equity and requires shareholder participation through tender offer process.