ABC Ltd. intends to delist its shares from Delhi Stock Exchange (DSE) for which it made required public announcement. Surewin Ltd., a substantial shareholder in the said Company made a counter offer. Advise Board with a

Board Note For the purpose of delisting of shares in a stock exchange the provisions of Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 need to be complied with. In the public announcement made pursuant to regulations 3, 4 or 5 of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, the acquirer need to publish intention of delisting in case approval of: shareholders could not be got for delisting or offer for sale is not accepted by the shareholders as per threshold limit of ninety percent in terms of Regulation 17 of Delisting Regulations; or the acquirer rejected the discovered price determined by the book building process. Such of failures need to be publicly announced by the acquirer. In case any counter offer is made, the acquirer is not entitled to delist and not liable to pay any interest for delay due to counter offer but should make a Public announcement within 2 working days.