sebi:WTMO/43/CFD/12/03

SEBI · SEBI · 2003-10-23 · A.K. Batra, Member

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Facts / Headnote

Exemption granted from complying with Chapter III of the Takeover Regulations for the proposed acquisition of 7,14,000 shares representing 25.50% share capital of the target company from Greaves Limited

Provisions invoked

• s. 19

Regulations

• Reg. 4
• Reg. 3

Holding

SEBI granted the acquirer exemption from complying with Chapter III of the Takeover Regulations in respect of the proposed acquisition of 7,14,000 equity shares (25.50%) of Greaves Morganite Crucible Limited from Greaves Limited. The acquirer was directed to complete the acquisition within 30 days and file a report under regulation 3(4).

Full text

November 13, 2003 has recommended, inter alia, as under: “ Facts stated in the application show that the intended transfer of 7,14,000 equity shares of Greaves Morganite Crucible Limited by Greaves Limited is to its wholly owned subsidiary viz., the Acquirer and consequent upon transfer of the said shares, no change in the management and control of the target company is likely to take place. The intended transfer is not likely to adversely affect the interest of the minority shareholders in the target company.  Grant of exemption as sought is recommended”.    5.0       I have taken into consideration the application dated October 23, 2003, the material available on record and the recommendations of Takeover Panel. 5.1       It is noted that  the acquirer is stated to be the wholly owned  subsidiary of Greaves Limited  and Greaves Limited as a part of its ongoing financial restructuring exercise proposes to transfer its entire share holding of 7,14,000  shares representing 25.50% in the target company to the acquirer. 5.2    It is noted that as a result of the proposed transfer, the acquirer shall acquire 25.50% holding in the target company. However the promoter group would continue to hold 76% after the proposed transfer. 5.3      Consequent upon the transfer of the aforesaid shares by Greaves to the acquirer, there will not be any change in the management and control of the target company. 6.0       Taking into consideration the above, the recommendations of the Takeover Pa

Source: SecMarx — sebi:WTMO/43/CFD/12/03. 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.