sebi:SEBI/WTM/GM/CFD/116/2017-2018

SEBI · SEBI · 2018-01-24 · G. Mahalingam, Whole Time Member

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Facts / Headnote

Exemption granted

Provisions invoked

Regulations

Holding

SEBI granted the Government of India exemption from making an open offer under Regulation 3(2) for the preferential allotment of 28,65,97,110 shares raising its holding in Oriental Bank of Commerce from 58.38% to 77.23%, subject to conditions including restoration of 25% public shareholding.

Full text

Page 2 of 6 1.4 From the aforesaid Application, the following is noted – A. Vide a letter dated January 24, 2018, the Government of India proposed an infusion of capital in the Target Company, amounting to ₹ 3,571 Crore.

Page 3 of 6 i. From Table I, it is observed that as on March 31, 2017, the Proposed Acquirer/Promoter i.e. the Government of India, held 20,20,81,957 equity shares (58.38%) in the Target Company. ii. Subsequent to the proposed acquisition i.e. preferential allotment of 28,65,97,110 equity shares, the Proposed Acquirer/Promoter will hold 48,86,79,067 equity shares (77.23%) in the Target Company.

Page 4 of 6 6.75% respectively. The total Authorized Capital of the Bank is `3000 crore and the Paid-up capital is `346.17 crore while the shareholding of Govt. of India is 58.38%. In terms of the Capital Plan of the Bank under Basel III Regulations, the Bank’s total capital requirement, as approved by the Board of Directors in their meeting held on 08.11.2017 is `5000 Cr for FY 2017-18. As delineated in the capital plan, the capital requirement is mainly in the form of common equity Tier-1 capital (Core Capital). The same was proposed to be raised by way of capital infusion by GOI and raising of the remaining capital from the market depending upon the favorable market conditions. The Government of India vide letter dated 24.01.2018 has decided to infuse capital to the tune of `3571 crore in the Bank by way of preferential allotment of equity shares in favour of Government of India. The said infusion is subject to the Bank submitting a Board approved ‘Undertaking’ to fulfil the conditions as stipulated by the Government of India in the aforesaid communication. The same has been duly submitted by the Bank to GoI on 13.02.2018. The amount of equity capital so raised would be utilized to shore up the Capital Adequacy Ratio of the Bank so as to comply with the regulatory minimum capital requirements prescribed in Basel III Guidelines of RBI. Accordingly, the Bank conducted an Extraordinary General Meeting for seeking approval of the Shareholders for the proposed issue and allotme

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Source: SecMarx — sebi:SEBI/WTM/GM/CFD/116/2017-2018. 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.