sebi:CO/62/TO/06/2003

SEBI · SEBI · 2003-05-01 · G.N. Bajpai, Chairman

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Facts / Headnote

Exemption granted subject to conditions

Regulations

Holding

SEBI granted the Acquirers/Promoters exemption from Chapter III including Regulation 11(1) for the proposed preferential allotment of 32,10,000 equity shares of Rollatainers Ltd. by conversion of unsecured loans, subject to fulfillment of specified conditions.

Full text

Home » Enforcement » Orders » Orders of Chairman/Members Enforcement Enforcement▼ 'IN THE MATTER OF PROPOSED ACQUISITION OF SHARES OF ROLLATAINERS LTD. APPLICATION F0R EXEMPTION UNDER REGULATION 4(2) OF THE SEBI (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 1997' Jun 25, 2003 | Orders : Orders of Chairman/Members SECURITIES AND EXCHANGE BOARD OF INDIA

NO. : CO/62/TO/06/2003 1.0 Mrs. Vidyawati Bhargava, Mrs. Anita Bhargava, Ms. Aditi Bhargava, Mr. Sidhartha Bhargava, Mr. R.K. Bhargava (H.U.F.), Mr. M.L. Bhargava (H.U.F.), Mr. Y. Bansal, Mrs. Asha Bansal, Contra Pack Pvt. Ltd., Cosmos Pack Systems Pvt. Ltd., Rolls Print Co. Pvt. Ltd., Mr. Aman Bansal, Pushpa Bhargava, are the Promoters (hereinafter collectively referred to as the `Acquirers’/ ‘Promoters’ ) of Rollatainers Ltd. (hereinafter referred to the `Target company’). The Acquirers/Promoters propose to acquire 32,10,000 equity shares constituting 31.93% shares of the post issued capital of the Target company at the price of Rs.10/- per share through preferential allotment by conversion of unsecured loan extended by the Acquirers / Promoters to the Target company. 1.1 As a result of the proposed acquisition, the Acquirers /Promoters shareholding will increase from 35.29% shares to 55.95% shares in the equity capital of the Target company and they will have to make an open offer to the public shareholders of the Target company in terms of sub regulation (1) of regulation 11 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as "the Regulations"). 1.2 The shares of the Target company are listed at the Mumbai Stock Exchange, Delhi Stock Exchange, Hyderabad Stock Exchange and Calcutta Stock Exchange. 2.0 The Acquirers / Promoters made an application dated 01-05-2003 under sub-regulation (2) of regulation 4 of the Regulations

(ii) Shareholding pattern of the Target company before and after the proposed acquisition will be as follows : Shareholders’ category Number of registered shareholders as on date of application Before the proposed acquisition After the proposed acquisition Number of shares/ total voting rights held % of shares/ total voting capital held Number of shares/ voting rights % of shares/ voting rights Promoter group 22 2414478 35.29 5624478 55.95 Acquirers FIs/ Banks 14 1565482 22.88 565482 15.58 FIIs/NRIs/ OCBs 6 3234 0.05 3234 0.03 Public 7535 2858808 41.78 2858808 28.44 Total 7577 6842002 100 10052002 100

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Source: SecMarx — sebi:CO/62/TO/06/2003. 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.