As per the plan suggested by Mr. Agrim Basu, the company successfully used a part of the sale proceeds for the buyback under Section 68 of the Companies Act, 2013, complying with all regulatory provisions. You as the hea

CS Professional · Corporate Restructuring, Valuation and Insolvency · PYQS · December 2025
As per the plan suggested by Mr. Agrim Basu, the company successfully used a part of the sale proceeds for the buyback under Section 68 of the Companies Act, 2013, complying with all regulatory provisions. You as the head of legal department of ALF Ltd., need to draw the management's attention towards Regulation 11 of the Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018, that mandates the companies to extinguish and physically destroy securities certificates bought back.

Answer & Explanation:

Regulation 11 of Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018 deals with the Extinguishment of certificate and other closure compliances. It states that: The company shall extinguish and physically destroy the securities certificates so bought back in the presence of a registrar to an issue or the Merchant Banker and the secretarial auditor within fifteen days of the date of acceptance of the shares or other specified securities. It may be noted that the company shall ensure that all the securities bought-back are extinguished within seven working days of expiry of buy-back period. Explanation: The aforesaid period of fifteen working days shall in no case extend beyond seven working days of expiry of buy-back period. The shares or other specified securities offered for buy-back if already dematerialised shall be extinguished and destroyed in the manner specified under the Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, and the bye-laws, the circulars and guidelines framed thereunder. The company shall, furnish a certificate to the Board certifying compliance as specified in sub-regulation (i) above, and duly certified and verified by: the registrar and whenever there is no registrar, by the merchant banker; two directors of the company, one of whom shall be a managing director, where there is one; and the secretarial auditor of the company. Explanation: This certificate shall be furnished to the Board within seven working days of the extinguishment and destruction of the certificates. The company shall furnish the particulars of the securities certificates extinguished and destroyed under sub-regulation (i), to the stock exchanges where the shares of the company are listed within seven days of extinguishment and destruction of the certificates. Where a company buys back its shares or other specified securities under these regulations, it shall maintain a register of the shares or securities so bought, the consideration paid for the shares or securities bought back, the date of cancellation of shares or securities, the date of extinguishing and physically destroying the shares or securities and such other particulars as may be prescribed in sub-section (9) of section 68 of the Companies Act.

Topics: Corporate Restructuring

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