Regulation 16 - Right of the promoter to either make a counter offer or reject the offer - Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009

1 [Right of the promoter to either make a counter offer or reject the offer] 16. (1) The 2 [acquirer or] promoter shall not be bound to accept the equity shares at the offer price determined by the book building process. 3 [(1A) If the price discovered in terms of regulation 15 is not acceptable to the acquirer or the promoter, the acquirer or the promoter may make a counter offer to the public shareholders within two working days of the price discovered under regulation 15, in the manner specified by the Board from time to time: Provided that the counter offer price shall not be less than the book value of the company as certified by the merchant banker.] (2) Where the 4 [acquirer or] promoter decides not to accept the offer price so determined,- (a) the 5 [acquirer or] promoter shall not acquire any equity shares tendered pursuant to the offer and the equity shares deposited or pledged by a shareholder pursuant to 6 [clauses] 7 or 9 of Schedule II shall be returned or released to him within ten working days of closure of the bidding period; (b) the company shall not make the final application to the exchange for delisting of the equity shares; (c) the 7 [acquirer or] promoter may close the escrow account opened under regulation 11; and, (d) 8 [***] (3) 9 [***] ********** 1 Substituted for the words Right of the promoter not to accept the offer price by the SEBI (Delisting of Equity Shares) (Second Amendment) Regulations, 2018, w.e.f. 14.11.2018. 2 Inserted by the SEBI (Delisting of Equity shares) (Amendment) Regulations 2015, w.e.f. 24-03-2015. 3 Inserted by the SEBI (Delisting of Equity Shares) (Second Amendment) Regulations, 2018, w.e.f. 14.11.2018. 4 Ibid. 5 Ibid. 6 Substituted for the word paragraphs by the SEBI (Delisting of Equity Shares) (Second Amendment) Regulations, 2018, w.e.f. 14.11.2018. 7 Ibid. 8 Omitted by the SEBI (Delisting of Equity shares) (Amendment) Regulations 2015, w.e.f. 24-03-201.5 9 Ibid.