TMI BlogRevised Formats under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011X X X X Extracts X X X X X X X X Extracts X X X X ..... e required to report compliance under Chapter V of the regulations. However, there is no specific time period mentioned in the formats for reporting of such compliance. In order to bring it in line with the requirement under regulation 10(1)(a), it is necessary that the compliance should be reported for a period of 3 years. Accordingly, the aforesaid formats have been modified to this extent and are given in the Annexure to this circular. 3. The stock exchanges are advised to bring the provisions of this circular to the notice of listed entities and also to disseminate the same on their websites. 4. This circular is issued in exercise of the powers conferred under Section 11 of the Securities and Exchange Board of India Act, 1992. 5. A copy of this circular is available on SEBI website at www.sebi.gov.in under the categories Legal Framework and Takeovers . Yours faithfully, Amit Tandon Deputy General Manager +91-22-26449373 [email protected] Annexure Format for Disclosures under Regulation 10(5) - Intimation to Stock Exchanges in respect of acquisition under Regulation 10(1)(a) of SEBI (Substantial Acquisiti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... posed acquisition to be furnished. 10. Declaration by the acquirer that all the conditions specified under regulation 10(1)(a) with respect to exemptions has been duly complied with. 11. Shareholding details Before the proposed transaction After the proposed transaction No. of shares /voting rights % w.r.t total share capital of TC No. of shares /voting rights % w.r.t total share capital of TC a Acquirer(s) and PACs (other than sellers)(*) b Seller (s) Note: (*) Shareholding of each entity may be shown separately and then collectively in a group. The above disclosure shall be signed by the acquirer mentioning date place. In case, there is more than one acquirer, the report shall be signed either by all the persons or by a person duly authorized to do so on behalf of all the acquirers. Format under Regulati ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e TC are listed 6 Details of the acquisition a. Date of acquisition b. Acquisition price per share (in Rs.) c. Regulation which would have triggered an open offer, had the report not been filed under Regulation 10(7). (whether Regulation 3(1), 3(2), 4 or 5) d. Shareholding of acquirer(s) and PAC individually in TC (in terms of no. as a percentage of the total share/voting capital of the TC)(*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital of TC No. of Shares % w.r.t total share capital of TC Name of the acquirer(s) / PAC (**) e. Shareholding of seller/s in TC (in terms of no. as a percentage of the total share/voting capital of the TC)(*) Before the acquisit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... eby declare that the information provided in the instant report is true and nothing has been concealed there from. Signature: Date: Place: NOTE: (*) In case, percentage of shareholding to the total capital is different from percentage of voting rights, indicate percentage of shareholding and voting rights separately. (**) Shareholding of each entity shall be shown separately and then collectively in a group. The following abbreviations have been used all through the document: TC stands for Target Company , Takeover Regulations stands for SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Format under Regulation 10(7) - Report to SEBI in respect of any acquisition made in reliance upon exemption provided for in regulation 10(1)(a)(ii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 1 General Details a. Name, address, telephone no., e-mail of acquirer(s) {In case there are multiple acquirers, provide full contact details of any one acquirer (the correspondent acquirer) with whom SEBI shall correspon ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vidually in TC (in terms of no. as a percentage of the total share/voting capital of the TC)(*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital of TC No. of Shares % w.r.t total share capital of TC Name(s) of the acquirer(s) (**) e. Shareholding of seller/s in TC (in terms of no. as a percentage of the total share/voting capital of the TC)(*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital of TC No. of Shares % w.r.t total share capital of TC Name(s) of the seller(s) (**) 7 Information specific to the exemption category to which the instant acquisition belongs - Regulation 10(1)(a)(ii) a. Provide the names of the seller(s) b. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e and nothing has been concealed there from. Signature: Date: Place: NOTE: (*) In case, percentage of shareholding to the total capital is different from percentage of voting rights, indicate percentage of shareholding and voting rights separately. (**) Shareholding of each entity shall be shown separately as well as collectively. The following abbreviations have been used all through the document: TC stands for Target Company , Takeover Regulations stands for SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Format under Regulation 10(7) - Report to SEBI in respect of any acquisition made in reliance upon exemption provided for in regulation 10(1)(a)(iii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 1 General Details a. Name, address, telephone no., e-mail of acquirer(s ) {In case there are multiple acquirers, provide full contact details of any one acquirer (the correspondent acquirer) with whom SEBI shall correspond.} b. Whether sender is the a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pital of the TC)(*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital /voting rights of TC No. of Shares % w.r.t total share capital /voting rights of TC Name(s) of the acquirer(s)(**) e. Shareholding of seller/s in TC ( in terms of no: as a percentage of the total share/voting capital of the TC) (*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital /voting rights of TC No. of Shares % w.r.t total share capital /voting rights of TC Name(s) of the seller(s) (**) 7 Information specific to the exemption category to which the instant acquisition belongs - Regulation 10(1)(a)(iii) a. Provide the names of the seller/s b. Specif ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r Regulations stands for SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Format under Regulation 10(7) - Report to SEBI in respect of any acquisition made in reliance upon exemption provided for in regulation 10(1)(a)(iv) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 1 General Details a. Name, address, telephone no., e-mail of Acquirer(s) {In case there are multiple acquirers, provide full contact details of any one acquirer (the correspondent acquirer) with whom SEBI shall correspond.} b. Whether sender is the acquirer (Y/N) c. If not, whether the sender is duly authorized by the acquirer to act on his behalf in this regard (enclose copy of such authorization) d. Name, address, Tel. no. and e-mail of sender, if the sender is not the acquirer 2 Compliance of Regulation 10(7) a. Date ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the total share/voting capital of the TC) (*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital of TC No. of Shares % w.r.t total share capital of TC Name(s) of the seller(s) (**) 7 Information specific to the exemption category to which the instant acquisition belongs - Regulation 10(1)(a)(iv) a. Provide the names of the seller(s) b. Shareholding of the acquirer and the seller/s in the TC during the three years prior to the proposed acquisition c. Shareholding of the acquirer and the seller/s in the TC during the three years prior to the proposed acquisition Year 1 Year 2 Year 3 Acquirer* (Name of the PAC) Name of the sellers (*) ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e shown separately as well as collectively. The following abbreviations have been used all through the document: TC stands for Target Company , Takeover Regulations stands for SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Format under Regulation 10(7) - Report to SEBI in respect of any acquisition made in reliance upon exemption provided for in regulation 10(1)(a)(v) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 1 General Details a. Name, address, telephone no., e-mail of Acquirer(s) {In case there are multiple acquirers, provide full contact details of any one acquirer (the correspondent acquirer) with whom SEBI shall correspond.} b. Whether sender is the acquirer (Y/N) c. If not, whether the sender is duly authorized by the acquirer to act on his behalf in this regard (enclose copy of such authorization) d. Name, address, Tel. no. and e-mail of sender, if th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e. Shareholding of sellers/s in TC (in terms of no. as a percentage of the total share/voting capital of the TC) (*) Before the acquisition After the acquisition No. of Shares % w.r.t total share capital /voting rights of TC No. of Shares % w.r.t total share capital /voting rights of TC Name(s) of the seller(s) (**) 7 Information specific to the exemption category to which the instant acquisition belongs - Regulation 10(1)(a)(v) a. Provide the names of the seller(s) b. Shareholding of the seller(s) in the TC during the three years prior to the proposed acquisition Year-1 Year-2 Year-3 Name of the sellers c. Confirm that the seller/s have been disclosed as persons acting in concert (PAC) during the last three years in the shareholdi ..... X X X X Extracts X X X X X X X X Extracts X X X X
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