Buyback Acceptance Ratio Calculator
Use the official buyback entitlement ratio to model priority entitlement, additional-acceptance scenarios, returned shares, proceeds and date-based tax components for an Indian tender offer.
Learn the concept firstWhat Is a Share Buyback? Tender Offers, Premium and Risks→—
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Switch views to research acceptance and returned-share price risk.
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Components only—final personal tax and promoter-specific additional tax under Section 69 are not calculated.
- Accepted-share cost
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- Capital gain/loss component
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- Holding classification
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- Deemed dividend component
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Tender-offer acceptance, returned-share price and final allocation can differ. The Letter of Offer, exchange notices and final basis of acceptance govern the transaction. Open-market buybacks do not use entitlement or acceptance-ratio calculations.
How to analyse a tender-offer buyback
Start with the company filing, then stress-test acceptance and the price of shares that may remain with you.
- 1Confirm your categoryUse total PAN-level shares and the record-date closing price.
- 2Copy the official ratioSmall-shareholder and general ratios can differ.
- 3Test acceptanceCompare conservative, middle and full additional-acceptance cases.
- 4Stress-test returned sharesUse the Research Lab price-risk map before deciding.
Entitlement is priority
Floor(Holding × category ratio)It is calculated from the record-date holding and is not the final percentage of every share tendered.
Extra acceptance is uncertain
Priority + proportionate additional sharesCapacity remaining after entitlement and valid category tenders determines the final additional allocation.
Returned shares still carry price risk
Net cash + remaining shares × post priceA large buyback premium does not guarantee a profit when acceptance is low or the market price falls.
Why entitlement and acceptance are different
With 500 shares tendered, a 15:100 entitlement produces 75 priority shares. The other 425 are additional tenders. At a 25% scenario, 106.25 additional shares round to 106 under the stated offer method, giving 181 accepted and 319 returned.
Use PAN-level value—not the buyback price
Club eligible holdings under the same PAN and multiply them by the record-date closing price on the recognised exchange with the highest trading volume. A value not exceeding ₹2 lakh may fall in the small-shareholder category. Tender offers reserve at least 15% of the proposed buyback securities, or the number entitled by small-shareholder holdings if higher, for that category; the Letter of Offer and registrar determine the final classification and entitlement.
Entitlement and acceptance apply
Eligible shareholders tender through the exchange mechanism. This calculator is designed for that method.
No shareholder acceptance ratio
SEBI reintroduced open-market buybacks through the stock exchange from 1 August 2026. Those purchases occur through the market and do not give an individual shareholder a record-date entitlement or acceptance ratio, so this calculator is not used for that route.
Within the supported listed domestic-company scope, shareholder buyback income was generally exempt while the company paid buyback tax.
Gross consideration is shown as deemed dividend and the accepted shares’ acquisition cost as the capital-loss component.
Section 69 treats buyback consideration less accepted-share acquisition cost under the capital-gains framework. Final rates, exemptions, non-resident treatment and promoter-specific additional tax are outside this calculator.
Verify six items before relying on a scenario
- 1Record date and eligible PAN-level holding
- 2Small-shareholder or general category ratio
- 3Fraction and additional-acceptance rounding method
- 4Tender dates, settlement and broker process
- 5Post-buyback price risk for returned shares
- 6Current tax and transaction-charge treatment
Frequently asked questions
How do I use the Buyback Acceptance Ratio Calculator?
Enter eligible shares clubbed under the same PAN, shares you plan to tender, buyback price, record-date closing price and the entitlement ratio published for your category. If the registrar provides an exact entitlement, treat that final figure as authoritative. Then test several additional-acceptance scenarios.
Is the buyback entitlement ratio the final acceptance ratio?
No. Entitlement gives priority based on record-date holding and category. Shares tendered above entitlement may also be accepted proportionately if capacity remains after valid tenders are processed, so final effective acceptance can differ.
How does the calculator check the small-shareholder category?
It clubs eligible holdings under the same PAN and applies the record-date closing price on the recognised exchange with the highest trading volume. A value not exceeding ₹2 lakh is flagged as likely small-shareholder category. The Letter of Offer and registrar determine final category, reservation and entitlement.
How is fractional additional acceptance rounded?
The calculator rounds the additional-acceptance scenario to whole shares for modelling. Actual entitlement ratios can be approximate and each Letter of Offer or final basis of acceptance can specify its own fraction and allocation method, so the registrar and final offer documents always govern.
Does the calculator include transaction costs?
It estimates seller-side STT at 0.10% for the supported exchange-settled listed-equity tender model and accepts an editable rupee amount for other charges. Broker charges and other statutory amounts should be verified against current exchange guidance and the final contract note.
How does Indian buyback tax treatment change by transaction date?
For the supported listed domestic-company scope, the pre-1 October 2024 framework generally exempted shareholder buyback income while the company paid buyback tax. From 1 October 2024 to 31 March 2026, consideration was treated as deemed dividend and capital-gains consideration as nil. From 1 April 2026, Section 69 applies the capital-gains framework. The calculator shows components only and excludes final rates, exemptions, non-resident treatment and promoter-specific additional tax.
Can I use this calculator for an open-market buyback?
No. SEBI reintroduced open-market buybacks through the stock exchange from 1 August 2026, but that route does not give an individual shareholder a record-date tender entitlement or acceptance ratio. This calculator is specifically for tender-offer scenarios.