sebi:WTM/PS/83/CFD-DCR-2/FEB/2014
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Facts / Headnote
Exemption granted; application disposed of
Provisions invoked
- s. 19
Regulations
- Reg. 11
- Reg. 3(2)
- Reg. 76(1)
- Reg. 11(5)
Holding
SEBI granted exemption to the Government of India from the obligation to make an open offer under regulation 3(2) of the Takeover Regulations, 2011 in respect of its proposed acquisition of 26,20,80,580 shares in UCO Bank, which would increase its shareholding from 69.26% to 77.20%.
Full text
Page 2 of 5 other authorities. The GoI in its afore-mentioned letter has also advised that the entire process be completed in the financial year 2013-2014. d) Vide another letter dated October 22, 2013, the GoI through the Ministry of Finance has conveyed infusion of capital to the tune of ₹200 crore in the Target Company as preferential equity in favour of the GoI. e) As the difference between the post-allotment and pre-allotment shareholding of the GoI in the Bank may be over 5%, the GoI vide letter dated October 31, 2013, has advised the Bank to seek exemption (from SEBI) from the obligation of making an open offer under the Takeover Regulations. f) The Board of Directors of the Bank, in their meeting held on November 08, 2013, approved the preferential allotment of equity share to the tune of ₹200 crore. In another meeting held on January 07, 2014, the Board of Directors of the Bank, approved the conversion of the existing PNCPS to the tune of ₹1,823 crore into equity shares of the bank. g) The 'Relevant Date' is January 10, 2014 for ascertaining the issue price to arrive at the quantity of shares to be issued pursuant to the conversion of PNCPS and allotment on the preferential basis. The issue price has been fixed at ₹77.19 per equity share, which is calculated as per regulation 76(1) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 ("the ICDR Regulations"). Based on the issue price, the total number of shares that would be offered to GoI is
Page 3 of 5 presently holds 52,12,52,709 shares in the Bank, which constitutes 69.26% of the total number (75,26,28,583 shares) of equity shares of the Bank.
Page 4 of 5 under regulation 11 of the Takeover Regulations. Accordingly, the Target Company on behalf of GoI, has sought exemption from the applicability of the said regulation.
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Source: SecMarx — sebi:WTM/PS/83/CFD-DCR-2/FEB/2014. 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.