sebi:WTM/GM/CFD/DCR1/34/2020-21
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Facts / Headnote
Exemption granted to CRA Family Trust from complying with Regulations 3(2), 4 and 5 of the Takeover Regulations 2011 with respect to the proposed indirect acquisition in Alembic Limited, subject to conditions; Application dated March 16, 2020 disposed of.
Provisions invoked
- s. 19
- s. 11(1)
- s. 11(2)
Regulations
- Reg. 4
- Reg. 3
- Reg. 2(1)(q)
- Reg. 201
- Reg. 3(2)
- Reg. 31
- Reg. 11(5)
Holding
SEBI granted exemption to CRA Family Trust (the Proposed Acquirer) from the open offer requirements under Regulations 3(2), 4 and 5 of the Takeover Regulations 2011 in respect of the proposed indirect acquisition of shares in Alembic Limited, subject to conditions. The exemption is limited to the open offer requirement and does not extend to disclosure requirements under Chapter V of the Takeover Regulations.
Full text
________________________________________________________________________________________________ Order in the matter of Alembic Limited Page 2 of 15 in the Target Company as a result of the proposed transfer of equity shares of Nirayu Limited (“Holding Company”) from Mr. Pranav Chirayu Amin to the CRA Family Trust (“Acquirer Trust / Proposed Acquirer”) was received by SEBI from Mr. Chirayu Amin (Managing Trustee) and Mrs. Malika Amin (Trustee) for the CRA Family Trust.
________________________________________________________________________________________________ Order in the matter of Alembic Limited Page 3 of 15 acquirer makes a public announcement of an open offer for acquiring shares of such target company in accordance with these regulations. Indirect acquisition of shares or control. 5. (1) For the purposes of regulation 3 and regulation 4, acquisition of shares or voting rights in, or control over, any company or other entity, that would enable any person and persons acting in concert with him to exercise or direct the exercise of such percentage of voting rights in, or control over, a target company, the acquisition of which would otherwise attract the obligation to make a public announcement of an open offer for acquiring shares under these regulations, shall be considered as an indirect acquisition of shares or voting rights in, or control over the target company.”
________________________________________________________________________________________________ Order in the matter of Alembic Limited Page 4 of 15
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Source: SecMarx — sebi:WTM/GM/CFD/DCR1/34/2020-21. 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.