Schemes of Arrangement by Listed Entities and (ii) Relaxation under Sub-rule (7) of Rule 19 of the Securities Contracts (Regulation) Rules, 1957

 

 

 

25th September 2017

 

NOTICE

 

Sub: Schemes of Arrangement by Listed Entities and (ii) Relaxation under Sub-rule (7) of Rule 19 of the Securities Contracts (Regulation) Rules, 1957 

 

To all Listed Companies

 

Attention of such aforesaid listed companies are drawn to SEBI Circular Ref. No. CFD/DIL3/CIR/2017/105 dated September 21, 2017 (copy available at CSE web-site at www.cse-india.com and SEBI web-site at www.sebi.com) wherein

 

As per point number 3 of the said Circular in order to align the requirements specified for listing under schemes of arrangement under Clause III (A)(1)(b) of Annexure I of the Circular with those specified under Rule 19(2)(b) of SCRR, it has been decided to amend Clause III (A)(1)(b) of Annexure I of Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017 as under:

 

At least twenty five per cent of the post-scheme paid up share capital of the transferee entity shall comprise of shares allotted to the public shareholders in the transferor entity;

Provided that an entity which does not comply with the above requirement may satisfy the following conditions:

i. The entity has a valuation in excess of Rs.1600 crore as per the valuation report; ii. The value of post-scheme shareholding of public shareholders of the listed entity in the transferee entity is not less than Rs.400 crore; iii. At least ten percent of the post-scheme paid up share capital of the transferee entity comprises of shares allotted to the public shareholders of the transferor entity; and, iv. The entity shall increase the public shareholding to at least 25% within a period of one year from the date of listing of its securities and an undertaking to this effect is incorporated in the scheme.”

 

This is for information and necessary action.

 

 

 

CS Chandrani Datta

Executive-Listing