An unlisted public company ("Acquirer") doing business of exporting steel and it is a part of the Promoter Group of Maurya Hotels (India) Ltd. (MHIL), a company listed on stock exchange. In view of improving its efficien

CS Executive · Securities Laws and Capital Markets · PYQS · June 2019
An unlisted public company ("Acquirer") doing business of exporting steel and it is a part of the Promoter Group of Maurya Hotels (India) Ltd. (MHIL), a company listed on stock exchange. In view of improving its efficiency, MHIL is planning to restructure its group. The Acquirer has agreed to enter into a scheme of arrangement where the shares held by the promoter group companies (eight companies) will be transferred to it. Post-merger, the shareholding of the Acquirer in the Company will increase from 2% to 24%. However, the overall promoter shareholding will remain unchanged. You, being practicing company secretary, appointed as consultant by the Acquirer, answer the following: (ii) What are the disclosure requirements under the SAST Regulations, if any, that the parties to the scheme will have to comply with ?

Answer & Explanation:

The Acquirer and promoter group companies will be required to make a disclosure of change in shareholding under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. According to Regulation 29(3) of the said regulations, the disclosure should be made within 2 working days of such acquisition or the disposal to the target company at its registered office and to the stock exchanges where the shares of the target company are listed.

Topics: SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

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