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Buyback of Shares (S.68)

Buyback company shares: Board (up to 10%) or SR (up to 25%), escrow account, extinguish within 7 days

7 steps~118 days start to finishfiles SH-11files SH-9
If it’s filed late

MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee. OnCompliance tracks the date and warns you before it costs anything.

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The steps, in order

1

Pass Board Resolution

Board approves buyback. Up to 10% of paid-up capital: no SR needed. Above 10%: SR required.

within 7 days · document made for you
2

Pass Special Resolution (if >10%)

SR required if buyback exceeds 10% of total paid-up capital + free reserves.

within 30 days
3

File Declaration of Solvency (SH-11)

Directors file declaration of solvency in Form SH-11.

within 7 days · files SH-11 · document made for you
4

Open Escrow Account

Deposit 25% of buyback amount in escrow account.

within 7 days
5

Make Buyback Offer

Offer to buy back shares from shareholders as per terms.

within 30 days · document made for you
6

Extinguish Shares

Extinguish and destroy bought-back shares within 7 days.

within 7 days
  • Shares extinguished
  • Certificates destroyed
  • Register updated
7

File SH-9 with ROC

File return of buyback with ROC.

within 30 days · files SH-9

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