Buyback company shares: Board (up to 10%) or SR (up to 25%), escrow account, extinguish within 7 days. Buyback of Shares (S.68) takes 7 steps over about 118 days and is filed with the ROC on SH-11 and SH-9.
Last updated: 10 August 2026
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.
7 steps over about 118 days, filing SH-11 and SH-9 with the ROC. Each deadline below runs from the step before it.
| # | Step | Form filed | Deadline |
|---|---|---|---|
| 1 | Pass Board Resolution | None | within 7 days |
| 2 | Pass Special Resolution (if >10%) | None | within 30 days |
| 3 | File Declaration of Solvency (SH-11) | SH-11 | within 7 days |
| 4 | Open Escrow Account | None | within 7 days |
| 5 | Make Buyback Offer | None | within 30 days |
| 6 | Extinguish Shares | None | within 7 days |
| 7 | File SH-9 with ROC | SH-9 | within 30 days |
The 7 steps below run in order; the day counts show how long each one allows.
Board approves buyback. Up to 10% of paid-up capital: no SR needed. Above 10%: SR required.
SR required if buyback exceeds 10% of total paid-up capital + free reserves.
Directors file declaration of solvency in Form SH-11.
Deposit 25% of buyback amount in escrow account.
Offer to buy back shares from shareholders as per terms.
Extinguish and destroy bought-back shares within 7 days.
File return of buyback with ROC.
Every guide runs like this in OnCompliance: steps in order, dates in view, paperwork made for you at each step.
About 118 days across 7 steps. The first step is: Pass Board Resolution.
SH-11 and SH-9.
MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee.
Yes. OnCompliance runs the same steps in order, dates in view, with the paperwork made for you at each step.