Threshold limits triggering public announcement for acquiring shares in listed public Companies are not applicable in case of a listed company undergoing Corporate Insolvency Resolution Process (CIRP) in terms of Insolve

Regulation 3 of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011 requires public announcement of making an open offer to acquire further shares if the acquirer along with 'persons acting in concert' hold less than 25% shares but, desires to acquire exceeding 25% shares by such further acquisition. In case, if already holding above 25% shares, any further acquisition above 5% in a financial year also requires public announcement. However, the aforesaid threshold limits are of shares not applicable in terms of Securities and Exchange Board of India (Substantial Acquisition and Takeover) (Amendment) Regulation, 2018. As per the said amendment an explanation is added stating that any acquisition pursuant to a Resolution Plan approved under Section 31 of the Insolvency and Bankruptcy Code, 2016 is exempted, from the above mentioned compliances. However, for indirect acquisition of shares or control (under Regulation 5 of SEBI (SAST) Regulations, 2011), where the 'target company' is to be controlled by 'persons acting in concert', the obligation for public announcement of an open offer gets attracted.