Formats under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011(Regulations) - SEBI - CIR/CFD/POLICYCELL/3/2015

CIRCULAR CIR/CFD/POLICYCELL/3/2015 August 05, 2015 To All Recognised Stock Exchanges All Registered Merchant Bankers Dear Sir/Madam, Sub: Formats under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011(Regulations). 1. The formats for the reports/disclosures to be filed under the Regulations have been prescribed by SEBI vide circular No SEBI/CFD/DCR/SAST/ 1/2011/09/23 dated September 23, 2011, SEBI/CFD/DCR/SAST/ 2/2011/10/20 dated October 20, 2011and CIR/CFD/POLICYCELL/11/2013 dated October 21, 2013. 2. In order to ensure that adequate disclosures are made to help investors in taking an informed decision, it has been decided to modify the formats for disclosures under regulation 31of the Regulations. 3. The format for disclosures under regulation 31(1)/(2)of the Regulations is placed as Annexure-1. 4. A copy of this circular and the above stated formats are available on SEBI website at www.sebi.gov.in under the categories Legal Framework and Takeovers . 5. This Circular shall come into force with immediate effect. Yours faithfully, Amit Tandon Deputy General Manager +91-22-26449373 [email protected] ANNEXURE 1 Format for disclosure by the Promoter(s) to the stock exchanges and to the Target Company for encumbrance of shares / invocation of encumbrance/release of encumbrance, in terms of Regulation 31(1) and 31(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Name of the Target Company(TC) Names of the stock exchanges where the shares of the target company are listed Date of reporting Name of the promoter or PAC on whose shares encumbrance has been created/released/invoked Details of the creation of encumbrance: Name of the promoter (s) or PACs with him* Promoter holding in the target company (1) Promoter holding already encumbered (2) Details of events pertaining to encumbrance (3) Post event holding of encumbered shares {creation [(2)+(3)] / release [(2)-(3)] / invocation [(1)-(3)]] Number % of total share capital Number % of total share capital Type of event (creation / release / invocation) Date of creation/ release/ invocation of encumbrance Type of encumbrance (pledge/ lien/ non disposal undertaking/ others) Reasons for encumbrance ** Number % of share capital Name of the entity in whose favor shares encumbered *** Number % of total share capital Signature of the Authorized Signatory Place : Date : *The names of all the promoters, their shareholding in the target company and their pledged shareholding as on the reporting date should appear in the table irrespective of whether they are reporting on the date of event or not. ** For example, for the purpose of collateral for loans taken by the company, personal borrowing, third party pledge, etc. ***This would include name of both the lender and the trustee who may hold shares directly or on behalf of the lender.