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2016 (3) TMI 93 - AT - Companies LawPenalty under section 15A(b) of SEBI Act - failure to make disclosure to the stock exchanges as contemplated under regulation 7(1A) read with regulation 7(2) of Securities and Exchange Board of India Takeover Regulations, 1997 - whether the obligation to make disclosure under regulation 7(1A) read with regulation 7(2) of the Takeover Regulations, relates to purchase or sale of shares or voting rights aggregating 2% or more of the share capital of the target company effected by an acquirer individually or by the individual acquirer together with the persons acting in concert with that acquirer? - Held that:- Under regulation 7(1A) of the Takeover Regulations, 1997, an acquirer who, together with persons acting in concert with him has acquired 15% or more but less than 55% shares of the target company when purchases or sells shares of the target company together with the persons acting in concert with the acquirer, aggregating 2% or more of the share capital of the target company, then the said acquirer is required to make disclosure of such purchase or sale within two days of purchase or sale under regulation 7(1A) read with regulation 7(2) of the Takeover Regulations, 1997. Disclosure obligation under regulation 7(1A) has to be discharged in accordance with regulation 7(1A) read with regulation 7(2). Since regulation 7(2) does not contemplate for disclosure relating to sale of shares in excess of the limits set out under regulation 7(1A), appellants herein cannot be said to have failed to comply with regulation 7(1A) within the time stipulated under regulation 7(1A) read with regulation 7(2). Consequently penalty imposed on the appellants cannot be sustained.
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