Promoters (acquirers) of ABC Private Ltd. hold 85% share-holding and further acquires another 6% from the market @ ₹120 per share; bringing their holding to 91%, they shall trigger a buyout of the remaining 9% minority s
CS Professional · Corporate Restructuring, Valuation and Insolvency · PYQS · June 2026
Promoters (acquirers) of ABC Private Ltd. hold 85% share-holding and further acquires another 6% from the market @ ₹120 per share; bringing their holding to 91%, they shall trigger a buyout of the remaining 9% minority shares; Book value of the shares is ₹105; Earning per share is ₹10 and price earnings ratio is 15; Determine the final offer price of shares the registered valuer should fix considering the provisions of the Rule 27 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 for minority shares under Section 236.
Answer & Explanation:
Rule 27 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 requires a Registered Valuer to determine the fair offer price for minority shares under Section 236. For unlisted companies, this considers the highest price paid by the acquirer in the last 12 months, return on net worth, book value, earnings per share, price earning multiple vis-à-vis the industry average, and such other parameters as are customary for valuation of shares of such companies. Valuation Factors (Registered Valuer): Highest Price Paid: The majority shareholder purchased 6% from the shareholders at ₹120 per share. Book Value: The Company's book value per share is ₹105/-; Earnings Per Share (EPS): The company's EPS is ₹10, and the industry P/E ratio is 15. Fair value based on earnings = ₹10 * 15 = ₹150/-; Final Offer Price: The Registered Valuer determines the price, considering the highest price paid is higher than the book value and aligns with earnings, sets the offer price at ₹150 per share.
Topics: Valuation
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