VLS Finance Limited has successfully completed its comprehensive share buyback program and submitted the mandatory post-buyback public announcement to stock exchanges on January 2, 2026, marking the final regulatory step in the company's ₹100.00 crore capital restructuring initiative.

Buyback Program Overview

The company executed a complete buyback of 26,31,578 equity shares at ₹380.00 per share through the tender offer method:

Strong Investor Participation

The buyback program received robust investor response with oversubscription across both categories. The registrar RCMS Share Registry Private Limited processed 5,814 valid bids for 32,15,716 equity shares, representing 1.22 times the maximum shares proposed for buyback:

Regulatory Compliance and Settlement

The company completed all regulatory requirements in accordance with SEBI Buy-Back Regulations 2018. The post-buyback public announcement was published in Financial Express (English) and Jansatta (Hindi) newspapers on January 2, 2026:

Capital Structure Impact

The buyback significantly altered the company's capital structure, reducing the total share count by 26,31,578 shares:

Enhanced Shareholding Pattern

The post-buyback shareholding pattern shows increased promoter holding percentage due to the reduction in total share count:

Transaction Management

New Berry Capitals Private Limited served as the manager to the buyback offer, facilitating the entire process from announcement through settlement. The buyback was conducted in full compliance with SEBI regulations using the tender offer method through stock exchange mechanism.

With the completion of this program and submission of the post-buyback announcement, VLS Finance has successfully returned ₹100.00 crores to shareholders while enhancing the ownership percentage of continuing shareholders. The extinguishment of the bought-back shares is currently under process and will be completed by January 12, 2026, as per SEBI regulations.

VLS Finance Limited has issued a comprehensive postal ballot notice to shareholders, seeking approval for the appointment of Gaurav Goel as Independent Director and revisions in executive remuneration. The e-voting process will commence on December 31, 2025, and conclude on January 29, 2026.

Gaurav Goel's Transition to Independent Director

Following his resignation as Non-Executive, Non-Independent Director on November 21, 2025, Gaurav Goel has been appointed as Additional Director in the category of Independent Director effective November 22, 2025. The postal ballot seeks shareholder approval for his formal appointment as Independent Director for a five-year term ending November 21, 2030.

Executive Remuneration Revisions

The postal ballot also seeks approval for remuneration revisions for three key executives, effective from April 1, 2025:

Managing Director - Suresh Kumar Agarwal

Director-Finance & CFO - Kishan Kumar Soni

Executive Director - Keshav Tandan

Voting Process and Timeline

The company has appointed Ashutosh Aggarwal (COP: 7467) as Scrutinizer for the postal ballot process. Key dates for the voting process include:

Corporate Governance Enhancement

Gaurav Goel brings extensive experience as Vice Chairman and Managing Director of Dhampur Sugar Mills Limited, with over two decades in the sugar industry. His appointment as Independent Director is expected to enhance the company's corporate governance standards and provide objective oversight of management decisions.

The company has engaged National Securities Depository Limited (NSDL) for facilitating the e-voting process, with voting restricted to electronic means only. Shareholders are advised to register their email addresses with the company's registrar, RCMC Share Registry Private Limited, to participate in the voting process.