What is Substantial Acquisition Of Shares And Take-Over (SEBI) Video Lectures

What is Substantial Acquisition Of Shares And Take-Over (SEBI) Video Lectures | CS Executive

In the following Video Lecture we cover all the ‘Basic Concepts of SEBI Takeover Code’ from CS Executive Corporate Restructuring, Valuation and Insolvency is explained.

Basic Concepts of SEBI Takeover Code

Acquirer: Any individual who acquires or is interested in obtaining (i.) the target company's shares, (ii) voting rights, or (iii) control.

The acquirer can be a natural or artificial person, such as an individual, a foreign or Indian firm, a publicly traded or unlisted company.

Persons Acting In Concert (PAC)

PAC is the persons who join hands with the acquirer to acquire the shares or voting rights or control of the target company.

Target Company

Target company means Listed Indian Company (or a Listed Indian body corporate or corporation established under a Central legislation, State legislation or Provincial legislation) whose shares/voting rights/control is being acquired by the acquirer or PAC.

Note: SEBI Takeover Code applies ONLY IF the target company is Listed Indian Company or a Listed Indian body corporate or corporation established under a Central legislation, State legislation or Provincial legislation.

Disclosure Levels

Whenever acquirer along with PAC acquires 5% or more shares in the target company, the acquirer shall compulsorily inform the Board of Directors of the concerned Target Company and the concerned Stock Exchange where Target Company is listed, within maximum 2 working days of such acquisition.

This disclosure is like an alarm bell to the promoters of the target company that an outsider has acquired a significant stake in their company. It’s an indication that the promoters should increase their stake in their own company to prevent the company from a hostile takeover.

Further, any acquirer along with PAC who has acquired 5% shares in the target company, SHALL DISCLOSE every acquisition or disposal of shares of such target company representing more than 2% of the shares or voting rights in such target company.

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