Lakshmi Kumaran & Sridharan AttorneysAn ISO 9001 / 27001 certified law firm

Takeover Regulations amended

20th April, 2013

SEBI has amended SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011. The major changes are in relation to timing of making a public announcement in case of successive and connected acquisitions of shares or voting rights in the target company. Some of the other amendments include changes in disclosures and reference date in buyback of shares by the target company.

Acquisition through preferential issue

New Regulation 22(2A) has been inserted providing that where the acquisition is proposed through preferential issue or through stock market settlement process other than bulk/block deals, the acquirer can acquire such shares while the open offer is in process, subject to conditions. Further, Regulation 23(1)(c) has been amended by adding a proviso which provides that in case the acquisition through preferential issue is not successful, the open offer would still not be withdrawn.

Disclosure of shareholding

The notification issued on 26-3-2013 also amends Regulation 29(2) to provide for disclosure of shareholding even in case of a change in the shareholding or voting rights of the acquirer falling below 5% in the target company.
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