November 10, 2022
Summary of the Notification issued by SEBI dated 09/11/2022.
SEBI issues Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) (Amendment) Regulations, 2022 to further amend Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
Key highlights of the Notification are:
- In Regulation 8(2)(d) for determining the offer price of acquisition of shares, a proviso is inserted stating that the price determined as per clause (d) shall not apply in the case of disinvestment of a public sector undertaking by the Central Government or a State Government, as the case may be. This proviso shall apply only in case of a change in control in the public sector undertaking.
- In Regulation 8(3)(e) for determining the offer price of acquisition of shares, a proviso is inserted stating that the price determined as per clause (e) shall not apply in the case of disinvestment of a public sector undertaking by the Central Government or a State Government, as the case may be. This proviso shall apply only in case of a change in control in the public sector undertaking.
- Regulation 22(2) pertaining to Completion of acquisition is amended to include, in addition to cash consideration, the provision of unconditional and irrevocable bank guarantee issued in favour of the manager to the open offer by any scheduled commercial bank, subject to the approval of the Reserve Bank of India. Further, the bank guarantee shall only be issued by such scheduled commercial banks having “AAA” rating from a credit rating agency registered with the Board, on any of its long-term debt instrument.
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