Oct 23, 2013

Modification in the formats of Disclosures SEBI (SAST) Regulations, 2011

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Modification in the formats of Disclosures
SEBI (SAST) Regulations, 2011

Vide circular dated October 21, 2013, SEBI has modify the formats for disclosures under regulation 29 (1), 29 (2) and 31 of SEBI (SAST) Regulations, 2011 in order to ensure that adequate disclosures are made to help investors in taking an informed decision:

CHANGES MADE IN THE FORMATS ARE GIVEN BELOW:

Format for Disclosures under Regulation 29 (1) of SEBI (SAST) Regulations, 2011:

  • Now the Form has been divided into two parts:
    • PART A for Details of the Acquisition;
    • PART B for Details of Target Company.

    PART B shall be disclosed only to the Stock Exchange and it shall not disseminated.

  • Requirement to provide the information regarding “Shares in the nature of encumbrance (pledge/ lien/ non-disposal undertaking/ others)”.
  • Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.

Format for Disclosures under Regulation 29(2) of SEBI (SAST) Regulations, 2011:

  • Requirement to provide the information regarding “Shares in the nature of encumbrance (pledge/ lien/ non-disposal undertaking/ others)”.
  • Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.

Format for Disclosures under Regulation 31(1) and 31(2) of SEBI (SAST) Regulations, 2011:

The following additional details are required to be provided in the disclosure:

  • Promoter shareholding in the Target Company with respect to diluted share capital is required to given.
  • Details regarding Promoter’s shareholding already encumbered.
  • Type of encumbrance (pledge/ lien/ non disposal undertaking/ others) along with the name of the entity in whose favor shares encumbered and no. of shares encumbered.
  • Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.

The modified formats for disclosures under regulation 29 (1), 29 (2), 31(1)/ (2) of SEBI (SAST) Regulations, 2011 are attached as Annexure-1, Annexure-2 and Annexure-3 respectively.

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