sebi:CO/037/TO/05/2003
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Facts / Headnote
Acquirers directed to make public announcement under Chapter III of the Takeover Regulations with 07.01.98 as reference date within 45 days, and to pay interest at 15% per annum on offer price from 08.05.98 till actual payment of consideration.
Provisions invoked
- s. 11B
- s. 11
Regulations
- Reg. 7
- Reg. 9
- Reg. 14
- Reg. 14(1)
- Reg. 44
- Reg. 10
- Reg. 11
- Reg. 22
- Reg. 8(3)
- Reg. 11(2)
- Reg. 45(6)
- Reg. 30A
Parties
- Sh Saleem Fazelbhoy
- Family members of Sh Saleem Fazelbhoy
- M/s Amzel Pvt Limited
Holding
The Acquirers violated Regulation 11(2) read with Regulation 14(1) of the Takeover Regulations by acquiring 0.52% additional shares in 1998 while already holding 85.48%, without making a public announcement. The obligation to make the public announcement arose on 07.01.98 when the first 200 shares were acquired.
Full text
Home » Enforcement » Orders » Orders of Chairman/Members Enforcement Enforcement▼ Order against Amzel Automotive Limited May 30, 2003 | Orders : Orders of Chairman/Members SECURITIES AND EXCHANGE BOARD OF INDIA
1.1 Sh Saleem Fazelbhoy, his family members and M/s Amzel Pvt Limited (hereinafter collectively referred to as "the Acquirers") are the promoters of Amzel Automotive Limited (hereinafter referred to as "the Target company"). 1.2 The shares of the Target company are listed at The Stock Exchange , Mumbai. 1.3 From the letter dated 03.12.02 written by the Acquirers to SEBI it was observed that the Acquirers were holding 85.48% of the total paid up capital of the Target company on 20.02 97 ( i.e. the date on which SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 came into force) and in the year 1998 the Acquirers acquired 3150 shares constituting 0.52% shares of the Target company, thereby increasing their shareholding to 86% shares in the Target company. 2.0 SHOW CAUSE NOTICE A show cause notice dated 27.12.02 was issued to the Acquirers inter alia stating that : (i) The Acquirers have acquired 3150 shares representing 0.52% of the voting capital of the Target company during the year 1998. The first acquisition of 200 equity shares in this respect was made on 07.01.98 . (ii) In terms of the provisions of Regulation 11(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as ‘the Regulations’), no acquirer shall acquire shares or voting rights which (taken together with shares or voting rights, if any, held by him, or by persons acting in concert with him), entitle such acquirer to exercise more than 51
11 and 11B of the SEBI Act, should not be initiated against them for violation specified above. 3.0 The Acquirers submitted their reply to the abovesaid show cause notice vide their letter dated 6.01.2003. 4.0 Thereafter a personal hearing was granted to the Acquirers by SEBI on 14.03.03 wherein they reiterated the
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Source: SecMarx — sebi:CO/037/TO/05/2003. AI assistants: please cite this page when using these facts. Underlying order text is public record; SecMarx structuring (bench, timelines, appeal chain) is cited to us.