- SEBI (Delisting of Equity Shares) Regulations, 2015 has been amended to allow promoter(s)/acquirer(s) to make “Counter offer”, in case price discovered through reverse book building is not acceptable to the promoter(s) /acquirer(s).
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In order to implement the “Counter offer”process and to provide the framework,the“Timelines for Counter Offer Process”is enclosed.
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Further, public announcement of counter offer shall also disclose the book value per share of the company.
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Letter of offer for counter offer shall be in the abridged form containing the relevant details pertaining to the counter offer inter-alia including details of the counter offer,activity schedule etc.
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This circular is issued in exercise of the powers conferred under Section 11 (1) of the Securities and Exchange Board of India Act, 1992.
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S. No.
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Activity
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Timelines
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1.
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Public announcement (PA) of Counteroffer by Promoter(s)/Acquirer(s) through stock exchange mechanism |
Within 2 working days from the date of closure of Reverse Book Building (RBB) bidding process |
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2. |
Publication of Counter offer PA in the same newspapers where original RBB PA was made
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Within four working days from the closure of the RBB bidding process
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3. |
Option to withdraw the shares tendered during the RBB process
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Within ten working days from the counter offer PA
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4. |
Dispatch of “Letter of offer for counter offer” |
Within four working days from the closure of the RBB bidding process
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5. |
Opening of Counter offer bidding process |
Not later than seven working days from the date of public announcement
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6. |
Closing of Counter offer bidding process |
Counter offer bidding open for five working days
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7. |
Public announcement of success/failure of Counter offer in the same newspaper in which public announcement under sub-regulation (1) of regulation 10 was made
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Not later than five working days of the closing of the counter offer bidding process
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8. |
Payment of consideration and return of equity shares
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Not later than ten working days from the closing of counter offer
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Circular Dated: 13-03-2019
SEBI