Regulation 34 - Person acquiring shares to make public announcement. - SECURITIES AND EXCHANGE BOARD OF INDIA(SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 1997

Person acquiring shares to make public announcement. 34. (1) The person acquiring shares from the promoters or the persons in charge of the management of the affairs of the financially weak company or the financial institution shall make a public announcement of his intention for acquisition of shares from the other shareholders of the company. (2) Such public announcement shall contain relevant details about the offer including the information about the identity and background of the person acquiring shares, the number and percentage of shares proposed to be acquired, offer price, the specified date, the date of opening of the offer and the period for which the offer shall be kept open and such other particulars as may be required by the Board. (3) The letter of offer shall be forwarded to each of the shareholders other than the promoters or the persons in charge of the management of the financially weak company and the financial institutions. (4) If the offer referred to in sub-regulation (1) results in the public shareholding being reduced to 10 per cent or less of the voting capital of the company, the acquirer shall either- (a) within a period of three months from the date of closure of the public offer, make an offer to buy out the outstanding shares remaining with the shareholders at the same offer price, which may have the effect of delisting the target company; or (b) undertake to disinvest through an offer for sale or by a fresh issue of capital to the public which shall open within a period of six months from the date of closure of the public offer, such number of shares so as to satisfy the listing requirements. (5) The letter of offer shall state clearly the option available to the acquirer under sub-regulation (4). (6) For the purposes of computing the percentage referred to in sub-regulation (4), the voting rights as at the expiration of 1 [twenty] days after the closure of the public offer shall be reckoned. (7) While accepting the offer from the shareholders other than the promoters or persons in charge of the financially weak company or the financial institutions, the person acquiring shares shall offer to acquire from the individual shareholder his entire holdings if such holding is up to hundred shares of the face value of rupees ten each or ten shares of the face value of rupees hundred each. -------------------- Notes: 1. Substituted for 30 by SEBI (Substantial Acquisition of Shares and Takeovers) (Amendment) Regulations, 2004, w.e.f. 3-9-2004.