Perform Transformers Ltd is a listed company that contemplates taking over another Listed company. Could you suggest the legislations/regulations need to be looked into indicating briefly, the compliances required in the

In cases of takeover exercise involving one or more listed companies one needs to look into Companies Act, 2013, Securities and Exchange Board of India (SEBI) (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SAST) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR) for proper compliances. Regulation 31A (8) of LODR requires any public shareholder seeks to re-classify as promoter of other listed company needs to make an open offer as per SAST. However, neither of regulations shall apply to direct and indirect acquisition of shares or voting rights in, or control over a company listed without making a public issue, on the institutional trading platform of a recognised stock exchange. As regards Companies Act, 2013, Section 186 shall apply to the acquisition of shares in a company for takeover. Legal requirements are detailed in Sections 235 and 236 for the purpose of takeover of unlisted company through transfer of undertaking.