Can any acquirer proceed to voluntarily delist the company post acquisition ? If your answer is affirmative, state the Rules and Regulations applicable to such action along with main steps involved therein. If not, state

CS Professional · Corporate Restructuring, Insolvency, Liquidation & Winding-up · PYQS · December 2021
Can any acquirer proceed to voluntarily delist the company post acquisition ? If your answer is affirmative, state the Rules and Regulations applicable to such action along with main steps involved therein. If not, state the relevant provisions.

Answer & Explanation:

As per regulation 5A(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, any acquirer who is desirous of delisting the company post acquisition due to a variety of reasons, may proceed to voluntarily delist the company under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and SEBI (Delisting of Equity Shares) Regulations, 2009. In the event, the acquirer makes a public announcement of an open offer for acquiring shares of a target company in terms of regulations 3, 4 or 5 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, acquirer may delist the company in accordance with the provisions of the SEBI (Delisting of Equity Shares) Regulations, 2009. However, the acquirer shall have declared upfront his intention to so delist at the time of making the detailed public statement and a subsequent declaration of delisting for the purpose of the offer proposed to be made will not suffice. The following main steps are involved: Acquirer to intimate the Board of Directors. Board to consider the proposal for delisting. Public announcement in case delisting offer fails. File draft letter of offer with SEBI. Minimum details in the tentative schedule of activity. Competing Offer. Withdrawal of shares tendered. Option to tender shares in open offer.

Topics: SEBI Regulations

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