Regulation 23 - Rights of public shareholders in case of a compulsory delisting - Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009

Rights of public shareholders in case of a compulsory delisting 23. 1 [(1)] The recognised stock exchange shall form a panel of expert valuers from whom the valuer or valuers shall be appointed for purposes of 2 [sub-regulation (2)]. 3 [2] Where equity shares of a company are delisted by a recognised stock exchange under this Chapter, the recognised stock exchange shall appoint an independent valuer or valuers who shall determine the fair value of the delisted equity shares. (3)The promoter of the company shall acquire delisted equity shares from the public shareholders by paying them the value determined by the valuer 4 [within three months of the date of delisting from the recognised stock exchange], subject to their option of retaining their shares. Explanation: For the purposes of sub-regulation (1), - (a) valuer means a chartered accountant within the meaning of clause (b) of section 2 of the Chartered Accountants Act, 1949 (38 of 1949), who has undergone peer review as specified by the Institute of Chartered Accountants of India constituted under that Act, or a merchant banker appointed to determine the value of the delisted equity shares; (b) value of the delisted equity shares shall be determined by the valuer having regard to the factors mentioned in regulation 15. ********** 1 Renumbered ibid. 2 Substituted for the words and figure sub-regulation (1) by the SEBI (Delisting of Equity Shares) (Second Amendment) Regulations, 2018, w.e.f. 14.11.2018. 3 Renumbered ibid. 4 Inserted by the SEBI (Delisting of Equity Shares) (Second Amendment) Regulations, 2018, w.e.f. 14.11.2018.