MX Ltd. (Target Company) is a listed company. The company has 2 promoters, namely Namita and Sunita who holds paid up equity shares representing 29% and 40% respectively, making the aggregate shareholding of the promoter

The SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ('SAST Regulations') set out the events that trigger an obligation to make an open offer on the acquirer (along with persons acting in concert). Trigger points for making an open offer by an acquirer are as follows: An acquirer, along with Persons acting in concert (PAC), if any, who intends to acquire shares which along with his existing shareholding would entitle him to exercise 25% or more voting rights, can acquire such additional shares only after making a Public Announcement (PA) to acquire minimum twenty six percent shares of the Target Company from the shareholders through an Open Offer. [Regulation 3(1)] An acquirer who holds 25% or more but less than maximum permissible non-public shareholding of the Target company, can acquire such additional shares as would entitle him to exercise more than 5% of the voting rights in any financial year only after making a public announcement to acquire minimum twenty six percent shares of Target company from the shareholders through an Open Offer. [Regulation 3(2)] Since Namita already holds 29% shares in the Target Company MX Limited, which is above the 25% limit specified in Regulation 3(2) of the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011, and by virtue of conversion of warrants, has acquired an additional 8% of the paid up share capital of the MX Limited, which is above the 5% limit specified in Regulation 3(2) of the said Regulations, she is required to make a public announcement of an open offer under Regulation 3(2) of the SAST Regulations.