With reference to the SEBI (Delisting of Equity Shares) Regulations, 2021, state the requirement for appointment of Peer Reviewer Company Secretary to carry out due-diligence.
CS Executive · Securities Laws and Capital Markets · PYQS · December 2022
With reference to the SEBI (Delisting of Equity Shares) Regulations, 2021, state the requirement for appointment of Peer Reviewer Company Secretary to carry out due-diligence.
Answer & Explanation:
As per Regulation 10 of the SEBI (Delisting of Equity Shares) Regulations, 2021, the Board of Directors of the company, before considering the proposal of delisting, shall appoint a Peer Review Company Secretary to carry out due-diligence. The Company Secretary is required to provide the following information for due-diligence: The details of buying, selling and dealing in the equity shares of the company by the acquirer or its related entities during the period of two years prior to the date of the board meeting held to consider the proposal for delisting, including the details of the top 25 shareholders, for the said period. The details of off-market transactions of all the shareholders mentioned above for a period of two years. Any additional information if the Company Secretary is of the opinion that the information provided under clauses (a) and (b) is not sufficient for providing the certification. After obtaining this information, the Company Secretary shall carry out the due-diligence and submit a report to the Board of Directors of the company certifying that the buying, selling and dealing in the equity shares of the company carried out by the acquirer or its related entities and the top 25 shareholders is in compliance with the applicable provisions of securities laws.
Topics: Delisting of Equity Shares
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