Sale, lease or disposal of an undertaking outside Scheme of Arrangement

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....cheme of Arrangement (1)  A listed entity carrying out sale, lease or otherwise disposal of the whole or substantially the whole of the undertaking of such entity or where it owns more than one undertaking, of the whole or substantially the whole of any of such undertakings, shall - (a) take prior approval of shareholders by way of special resolution; (b) disclose the obj....

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....ertaking" and "substantially the whole of the undertaking" shall have the same meaning as assigned to them under clause (a) of sub-section (1) of section 180 of the Companies Act, 2013. (2) The requirement as specified in sub-regulation (1) shall not be applicable for sale, lease or otherwise disposal of the whole or substantially the whole of the undertaking by a listed entity to its wholly ow....

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....isposal of the whole or substantially the whole of the undertaking of a listed entity is by virtue of a covenant covered under an agreement with a financial institution regulated by or registered with the Reserve Bank of India or with a Debenture Trustee registered with the Board.]     ************* NOTES:- 1. Inserted vide Notification No. SEBI/LAD-NRO/GN/2023/131 date....