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Markets Glossary

Share Buyback

A company repurchasing its own shares from shareholders — returning cash and reducing share count, governed in India by SEBI's buyback regulations.

By Amit Tyagi, Fitoor Capital · AletheiaAI Glossary

Definition

In a buyback, a company uses its own cash to repurchase shares, which are then extinguished — reducing the share count and increasing each remaining shareholder's proportional stake. India permits two main routes: a tender offer (shareholders tender shares at a fixed, usually premium, price in proportion to their holding) and the open-market route (the company buys on the exchange over time, up to a maximum price).

A buyback signals that the board considers returning cash better than reinvesting it — which can be shareholder-friendly discipline, or a lack of growth avenues, depending on the business.

India Context

Buybacks in India are governed by SEBI's buyback regulations and the Companies Act, with limits tied to paid-up capital and free reserves and a cooling-off period between buybacks. The tax treatment changed materially from October 2024: buyback proceeds are now taxed as deemed dividend in the shareholder's hands at their slab rate, which removed much of the tax advantage buybacks previously held over dividends and has visibly reduced their popularity among Indian companies.

Example

An IT services company announces a ₹1,000 crore tender-offer buyback at a 15% premium to market price. Small shareholders (holdings up to ₹2 lakh) get a reserved 15% quota in tender buybacks, so acceptance ratios for retail holders are often higher than for institutions — the exact entitlement arithmetic is in the letter of offer filed on the exchanges.

Frequently Asked Questions

Is a buyback always good for shareholders?

Not automatically. It's value-accretive when shares are repurchased below intrinsic value using genuinely surplus cash. Buying back expensive stock, or borrowing to fund it, destroys value.

How are buybacks taxed in India now?

For buybacks after 1 October 2024, proceeds are taxed as deemed dividend in the shareholder's hands at their applicable slab rate, replacing the earlier company-level buyback tax.

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