9911796707
TMI BlogSECURITIES AND EXCHANGE BOARD OF INDIA (DELISTING OF SECURITIES) GUIDELINES - 2003X X X X Extracts X X X X X X X X Extracts X X X X ..... be delisted in accordance with these Guidelines; (f) 'exchange' means any stock exchange which has been granted recognition under section 4 of the Securities Contracts (Regulation) Act, 1956; (g) 'promoter' means a promoter as defined in clause (h) of sub-regulation (1) of Regulation 2 of the Securities and Exchange Board of India (Substantial Acquisition of shares and Takeovers) Regulation, 1997 and includes a person who is desirous of getting the securities of the company delisted under these Guidelines; (h) 'public shareholding' means the shareholding in a company held by persons other than the promoter, the acquirer or the persons acting in concert with him as defined in regulation 2(1)(j) of the Securities and Exchange Board of India (Substantial Acquisition of shares and Takeovers) Regulation, 1997 and the term 'public holders of securities' shall be construed accordingly; (i) 'schedule' means a schedule appended to these Guidelines. (j) 'voluntary delisting' means delisting of securities of a body corporate voluntarily by a promoter or an acquirer or any other person other than the stock exchange(s). 3.2 Words and expressions not defined in these Guidelines shall have ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... : - (a) obtain the prior approval of shareholders of the company by a special resolution passed at its general meeting; (b) make a public announcement in the manner provided in these Guidelines. (c) make an application to the delisting exchange in the form specified by the exchange, annexing therewith a copy of the special resolution passed under sub-clause (a); and; (d) comply with such other additional conditions as may be specified by the concerned stock exchanges from where securities are to be delisted. 7. PUBLIC ANNOUNCEMENT FOR VOLUNTARY DELISTING 7.1 Before making application for delisting, the promoters or the acquirers of the company shall make a public announcement. 7.2 The public announcement shall contain inter-alia information specified in Schedule I. 7.3 Before making the public announcement, the promoter shall appoint a merchant banker registered with the Board, who is not an associate of the promoter. 8. EXIT PRICE FOR VOLUNTARY DELISTING OF SECURITIES 8.1 Any promoter of a company which desires to delist from the stock exchange shall determine an exit price for delisting of securities in accordance with the book building process described in Schedule II ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... blic shareholding is brought up to the minimum limits specified under the listing conditions within a period of 6 months from the date of such decision, by any of the modes specified in sub-clause 9.3. 9.3 For the purposes of sub-clause 9.2(b), the public shareholding may be increased by any of the following means: (a) by issue of new shares by the company in compliance with the provisions of the Companies Act, 1956 and the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000; (b) by the promoter making an offer for sale of his holdings in compliance with the provisions of the Companies Act, 1956 and the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000; (c ) by the promoter making sale of his holdings through the secondary market in a transparent manner; 9.4 In the event of the promoter not being able to raise the public shareholding in accordance with sub-clause 9.3 within six months, he shall offer for sale to the public such portion of his holdings as would bring up the public shareholding to the minimum limits specified in the listing agreement or the listing conditions at the price determi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ve adequate and wide public notice through news papers ( including one English national daily of wide circulation) and through display of the notice on the notice board/ website/ trading systems of the Exchange. 15.4 The stock exchange shall give a show cause notice to a company or adopt procedure provided under Part B of Schedule III for delisting under sub-clause 15.1 and 15.2. 15.5 The exchange shall provide a time period of 15 days within which representation may be made to the exchange by any person who may be aggrieved by the proposed delisting. 1[15.6 The stock exchange may, after consideration of the representations received from aggrieved persons, delist the securities of such companies. 15.6 A Where the stock exchange delists the securities of a company, it shall ensure that adequate and wide public notice of the fact of delisting is given through newspapers and on the notice boards/trading systems of the stock exchange and shall ensure disclosure in all such notices of the fair value of such securities determined in accordance with the Explanation to clause 16.1 15.7 The stock exchange shall display the name of such company on its website. 16. RIGHTS OF SECURITIES ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
