Regulation 21 - Minimum number of equity shares to be acquired - Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021.

Minimum number of equity shares to be acquired 21 . An offer made under Chapter III of these regulations or a counter offer made by the acquirer in terms of sub-regulation (4) of regulation 22 of these regulations, as the case may be, shall be deemed to be successful if,- (a) the post offer shareholding of the acquirer, along with the shares tendered / offered by public shareholders accepted as eligible bids at the discovered price 1 [ or the fixed price ] or the counter offer price, as the case may be, reaches ninety percent of the total issued shares of that class excluding the following: (i) shares held by custodian(s) against which depository receipts have been issued overseas; (ii) shares held by a Trust set up for implementing an Employee Benefit scheme under the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 ; (iii) shares held by inactive shareholders such as vanishing companies and struck off companies, shares transferred to the Investor Education and Protection Fund s account and shares held in terms of sub-regulation (4) of regulation 39 read with Schedule VI of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015: Provided that such shareholders shall be certified by the Peer Review Company Secretary appointed by the Board of Directors of the company for due-diligence. Explanation,- The cut-off date for determination of inactive shareholders shall be the date on which the in-principle approval of the Stock Exchange is received, which shall be adequately disclosed in the public announcement. *************** NOTES:- 1. Inserted vide Notification No. SEBI/LAD-NRO/GN/2024/206 dated 25-09-2024 w.e.f. (For Additional Condition See this Notification )