TMI BlogDelisting Offer.X X X X Extracts X X X X X X X X Extracts X X X X ..... on to so delist the target company at the time of making such public announcement of an open offer as well as at the time of making the detailed public statement. A subsequent declaration of delisting for the purpose of the delisting offer proposed to be made under sub-regulation (1) shall not suffice: Provided further that if the open offer is for an indirect acquisition that is not a deemed direct acquisition under sub-regulation (2) of regulation 5, the declaration of the intent to so delist shall be made initially only in the detailed public statement. Explanation 1: The acquirer shall not, in such target company during the preceding two years from the date of the public announcement made under this regulation, be: (i) a prom ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Delisting Regulations and shall not be less than the book value of the company as computed in accordance with the Explanation to sub-regulation (5) of regulation 22 of the Delisting Regulations. (b) in case the response to the offer leads to the delisting threshold as provided under regulation 21 of the Delisting Regulations : (i) being met, all shareholders who tender their shares shall be paid the indicative price; (ii) not being met, all shareholders who tender their shares shall be paid the open offer price. (3) Where a delisting offer made under sub-regulation (1) is not successful: (a) on account of the non receipt of the prior approval of shareholders in terms of regulation 11 of the Delisting Regulations; or (b) o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 1), but which results in the shareholding of the acquirer exceeding the maximum permissible nonpublic shareholding threshold: (a) the acquirer may undertake a further attempt to delist the target company in accordance with the Delisting Regulations during the period of twelve months from the date of completion of the open offer, subject to the acquirer continuing to exceed the maximum permissible nonpublic shareholding in the target company. (b) such further delisting attempt shall be successful subject to the following conditions: (i) the delisting threshold as provided under regulation 21 of the Delisting Regulations is met; and (ii) fifty percent of the residual public shareholding is acquired. (c) upon failure of the furt ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... er to the open offer, shall within five working days from the date of the announcement under sub-regulation (2), file with the Board, a draft of the letter of offer as specified in sub-regulation (1) of regulation 16 and shall comply with all other applicable provisions of these regulations: Provided that the offer price shall stand enhanced by an amount equal to a sum determined at the rate of ten per cent per annum for the period between the scheduled date of payment of consideration to the shareholders and the actual date of payment of consideration to the shareholders Explanation: For the purpose of this sub-regulation, scheduled date shall be the date on which the payment of consideration ought to have been made to the shareholde ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... irer shall make an announcement within two working days in respect of such failure in all the newspapers in which the detailed public statement was made and shall comply with all applicable provisions of these regulations. 3 [(3) In the event of failure of the delisting offer made under sub-regulation (1), the open offer obligations shall be fulfilled by the acquirer in the following manner: (i) the acquirer, through the manager to the open offer, shall within five working days from the date of the announcement under sub-regulation (2), file with the Board, a draft of the letter of offer as specified in sub-regulation (1) of regulation 16; and (ii) shall comply with all other applicable provisions of these regulations. Provid ..... X X X X Extracts X X X X X X X X Extracts X X X X
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