BSECompany Update10h ago · 29 Oct 2026, 01:16 pm

Sundae Capital Advisors Private Limited ("Manager to the Offer") has submitted to BSE a copy of Public Announcement for the attention of Equity Shareholders / Beneficial Owners of the Equity Shares of FDC Ltd ("the Company") for the Buyback of Equity Shares.

FDC Ltd · 531599

✦ AI SummaryBuyback

FDC Ltd has announced a buyback of up to 24,00,000 equity shares through a tender offer route, with a consideration of ₹ 500 per share for an aggregate consideration of up to ₹ 120.00 Crore. The promoters and promoter group have informed the company of their intention to participate in the buyback and offer to tender their pro rata entitlement against the shares held by them.

Analysis Scores

Earnings Impact2/10
Growth Catalyst3/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact8/10
Market Sentiment5/10

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Full Announcement

FDC Ltd - 531599 - Public Announcement (Buyback)

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BC77F77F-8CE1-428C-9CEF-5B809D17969E-131632.pdf

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307, ‘AT’, Tel. No.: +91 22 4515 5887 Mahakali Caves Road E-mail: info@sundaecapital.com Andheri (East), Mumbai - 400 093 www.sundaecapital.com Sundae Capital Advisors Private Limited CIN: U65990DL2016PTC305412 October 29, 2026 BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Fort Mumbai - 400 001 Sub.: Buyback of equity shares by FDC Limited through tender offer route Dear Sir / Madam, The Board of Directors of FDC Limited, a company listed on National Stock Exchange of India Limited and BSE Limited, has approved a buyback of its fully paid-up Equity Shares through tender offer route in its meeting held on October 27, 2026. The Company proposes to buyback 24,00,000 (Twenty Four Lakh only) Equity Shares of face value ₹ 1 (Rupee One) each for a consideration of ₹ 500 (Rupees Five Hundred only) per Equity Share for an aggregate consideration of upto ₹ 120.00 Crore (Rupees One Hundred and Twenty Crore only), which represents 4.84% and 4.87% of the aggregate of the Paid-up share Capital and Free Reserves of the Company as per the audited standalone and consolidated financial statements respectively for the year ended March 31, 2026 The Company has appointed us as the Manager to the Offer. The Public Announcement in this respect has been published on October 29, 2026 in the following newspapers: Name of publication Language Edition Business Standard English All editions Business Standard Hindi All editions Navshakti Marathi Mumbai edition In this respect, we are enclosing the following documents: 1. Certified copy of public announcement published on October 29, 2026; 2. Soft copy of public announcement in pdf format; 3. Certified copy of the Board Resolution dated October 27, 2026 approving the Buyback Offer; and 4. Certified copy of the Declaration of Solvency. We hope you find the above documents in order. Your good office may contact any of the undersigned for further information / details: Name Ph. No. E-mail id Chirag Pareek +91 96912 18818 chirag.pareek@sundaecapital.com Vanita Soni +91 92111 40751 Vanita.soni@sundaecapital.com Thanking you, Yours sincerely, for Sundae Capital Advisors Private Limited Chirag Pareek Manager Reg d. Office: 1177, 11th Floor, VEGAS, Plot No. 6, Sector 14 (North), Dwarka City Centre, New Delhi - 110 075 SEBI Regn. No.: INM000012494 4. INTENTION OF THE PROMOTERS AND PROMOTER GROUP AND PERSONS IN CONTROL OF THE COMPANY TO TENDER THEIR EQUITY SHARES FOR BUYBACK INDICATING THE NUMBER OF SHARES, DETAILS OF ACQUISITION WITH DATES AND PRICE. 4.1 In terms of the SEBI Buyback Regulations, under the Tender Offer route, the Promoters and Promoter Group have the option to participate in the Buyback. In this regard, all the FDC LIMITED Promoters and the Promoter Group entities vide their individual letters dated October 27, 2026, have informed the Company regarding their intention to participate in the Buyback and offer to tender their pro rata entitlement against the shares held by them as on the Record Date and may also tender such additional number of shares, as they may decide (CIN: L24239MH1940PLC003176) subsequently depending upon publicly available information at the time of such decision Registered & Corporate Office: FDC House, C-11 & 12 Dalia Industrial Estate, Oshiwara Village, Off. New Link Road, making, in compliance with the SEBI Buyback Regulations. However, the Promoters Andheri (West), Mumbai - 400 053, Maharashtra, India • Tel. No.: +91 22 6910 7100 • Website: www.fdcindia.com and Promoter Group shall not tender more than 11,34,10,433 Equity Shares under the Buyback, being the total number of Equity Shares held by them. Email: varsharani.katre@fdcindia.com • Contact Person: Ms. Varsharani Katre, Company Secretary and Legal Head 4.2 The details of the date and price of acquisition of the Equity Shares that Promoters & PUBLIC ANNOUNCEMENT Promoter Group intends to tender are set out below: (i) Mr. Ameya Ashok Chandavarkar FOR THE ATTENTION OF EQUITY SHAREHOLDERS / BENEFICIAL OWNERS OF THE EQUITY SHARES OF FDC LIMITED (“THE COMPANY”) FOR THE BUYBACK OF EQUITY SHARES ON A PROPORTIONATE BASIS THROUGH THE TENDER OFFER ROUTE (“TENDER OFFER”) USING STOCK EXCHANGE MECHANISM AS Date of transaction Nature of No. of Issue / Face Value Consideration PRESCRIBED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (BUYBACK OF SECURITIES) REGULATIONS, 2018, AS AMENDED FROM TIME TO TIME. Transaction Equity Acquisition (Amount (Cash, other Shares Price (Rs. in Rs. per than cash, This Public Announcement (the “Public Announcement”) is being made pursuant to the and Promoter Group will not result in any change in control over the Company. Per share) Share) etc) provisions of Regulation 7(i) of the Securities and Exchange Board of India (Buyback 1.15 Post Buyback, the level of holding of public shareholders in the Company shall not fall Balance as on June - 30,01,346 - 1.00 - of Securities) Regulations, 2018 as amended (including any statutory modification(s), below the minimum level of public shareholding required to be maintained in terms of 30, 2006 (net of amendment(s) or re-enactments from time to time) (the “SEBI Buyback Regulations”) and the Securities Contracts (Regulation) Rules, 1957 (“SCRR”) and under the SEBI (Listing shares sold post this contains the disclosures as specified in Schedule II to the SEBI Buyback Regulations read Obligations & Disclosure Requirements) Regulations, 2015 (“Listing Regulations”). Due date)* with Schedule I of SEBI Buyback Regulations. to any reason, if the public shareholding in the Company post Buyback falls below the OFFER TO BUYBACK OF UPTO 24,00,000 (TWENTY FOUR LAKH ONLY) FULLY PAID-UP minimum level of public shareholding prescribed under SCRR, the Company undertakes September 08, 2011 Inter-se Transfer 6,10,000 - 1.00 Gift EQUITY SHARES OF FACE VALUE OF ` 1 (RUPEE ONE ONLY) EACH (“EQUITY SHARE”) to bring the public shareholding to the minimum prescribed level within the time and in the December 30, 2011 Inter-se Transfer 3,09,750 - 1.00 Gift OF FDC LIMITED AT A PRICE OF ` 500 (RUPEES FIVE HUNDRED ONLY) PER FULLY PAID- manner prescribed under SCRR and the Listing Regulations. September 24, 2015 Allotment 60,02,834 - 1.00 Pursuant to UP EQUITY SHARE, PAYABLE IN CASH, ON A PROPORTIONATE BASIS THROUGH THE 1.16 Participation in the Buyback by Eligible Shareholders may trigger capital gains taxation merger TENDER OFFER ROUTE AS PRESCRIBED UNDER THE SEBI BUYBACK REGULATIONS in India and in their country of residence. The transaction of Buyback would also be Total 99,23,930 USING STOCK EXCHANGE MECHANISM FOR AN AGGREGATE CONSIDERATION OF chargeable to securities transaction tax in India. However, in view of the particularized UPTO ` 120.00 CRORE (RUPEES ONE HUNDRED TWENTY CRORES ONLY). nature of tax consequences, Eligible Shareholders are advised to consult their own legal, * Details prior to June 30, 2006 are not available. 1. DETAILS OF THE BUYBACK OFFER AND BUYBACK OFFER PRICE financial and tax advisors prior to participating in the Buyback. (ii) Ms. Nomita Ramdas Chandavarkar 1.1 The Board of Directors of the Company, at its meeting held on October 27, 2026 had, subject A copy of the Public Announcement will be available on the websites of the Company Date of transaction Nature of No. of Issue / Face Value Consideration to the approval of statutory, regulatory or governmental authorities as may be required (www.fdcindia.com), SEBI (www.sebi.gov.in), Stock Exchanges (www.nseindia.com) and Transaction Equity Acquisition (Amount (Cash, other under applicable laws, approved a buyback of upto 24,00,000 (Twenty Four Lakhs Only) (www.bseindia.com) and Manager to the Offer (www.sundaecapital.com). Shares Price (Rs. in Rs. per than cash, etc) Equity Shares of the Company for an aggregate amount not exceeding ` 120.00 crores 2. NECESSITY FOR THE BUYBACK Per share) Share) (Rupees One Hundred Twenty Crore only) (the “Buyback Size”) excluding expenses Buyback is the purchase of its own Equity Shares by th [Showing first 8,000 characters — download PDF for full document]