For successful delisting, acquirers need to mop up 90% of equity

SEBI has said that delisting would be considered successful only if the acquirer acquires 90 per cent of the total share capital of the company.

This is in addition to at least 25 per cent of public shareholders holding demat shares tendering shares in the reverse book building process.

The price at which the share-holding of the promoter, after including the shareholding of the public shareholders who have tendered their shares, reaches the threshold limit of 90 per cent, would be the offer price.

De-listing would be disallowed if the promoter or its group entity has sold shares during a period of six months prior to the date of the board meeting, which approved the delisting proposal.  Companies with a maximum paid-up capital of ₹10 crore and net worth of up to ₹25 crore and whose shares have never been traded during the past one year, despite not being suspended, are exempt from the reverse book building process.

Fund houses that are yet to meet SEBI’s net worth requirement of ₹50 crore would now be allowed to launch a maximum of two schemes a year till they comply with the norm.

The new SEBI policy on Depository Participants (DP) would process the registration application only for the first time - initial or permanent registration - through one depository. Subsequent permissions to act as a DP of other depositories would be granted by the concerned depository after complying with the prescribed requirements.  

SEBI plans to initiate public consultation process regarding re-classification of promoters as public through a discussion paper. It is noteworthy that the founders of Infosys have sought SEBI guidance on being reclassified as public after NR Narayana Murthy and S Gopalakrishnan remitted office on October 10.

SEBI also plans to impose restrictions on wilful defaulters and allow foreign venture capital firms to invest in NBFC-Core Investment Companies.

Tejesh Chitlangi, Partner, IC Legal, said allowing mutual funds to launch two schemes, pending compliance of net worth norms is a welcome move as the recent amendments to the Mutual Funds Regulations had put a large number of AMCs (with insufficient net worth) at a disadvantage since they were absolutely barred from launching any new schemes till they met the net worth norm.

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