TaxTMI 
TaxTMI 
Securities and Exchange Board of India (Delisting of Equity Shares) (Amendment) Regulations, 2015
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...., (I) in regulation 2, in sub-regulation (1), after clause (iv), the following clause shall be inserted:- "(iva) "promoter group" shall have the same meaning as assigned to it under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;". (II) in regulation 2, in sub-regulation (2), (i) after the words and symbols "'person acting in concert', 'promoter'" word and symbols ", 'acquirer'" shall be inserted; (ii) the words, symbols and figures "Securities and Exchange board of India (Substantial Acquisition of Shares and takeovers) Regulations, 1997" shall be substituted with the words, symbols and figures "Securities and Exchange board of India (Substantial Acquisition of Shares and takeovers) Regulations, 2011". (III) in regulation 4, (i) after sub-regulation (1), the following sub-regulation shall be inserted, namely:- "(1A) No promoter or promoter group shall propose delisting of equity shares of a company, if any entity belonging to the promoter or promoter group has sold equity shares of the company during a period of six months prio....
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....ided that if the merchant banker is of the opinion that details referred to in clause (iii) of sub-regulation (1A) of regulation 8 are not sufficient for certification in terms of sub-regulation (1E) of regulation 8, he shall obtain additional details from the board of directors of the company for such longer period as he may deem fit. (1E) Upon carrying out due-diligence as specified in terms of sub-regulation (1D) of regulation 8, the merchant banker shall submit a report to the board of directors of the company certifying the following: (a) the trading carried out by the entities belonging to acquirer or promoter or promoter group or their related entities was in compliance or not, with the applicable provisions of the securities laws; and (b) entities belonging to acquirer or promoter or promoter group or their related entities have carried out or not, any transaction to facilitate the success of the delisting offer which is not in compliance with the provisions of sub-regulation (5) of regulation 4." (ii) in sub-regulation (3), the word 'thirty' shall be substituted with the word 'five'. (V) in regulation 10,- (i) in sub-regulation (1), (a) A....
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....of three working days and a maximum" shall be omitted. (IX) in regulation 14, in sub-regulation (2), the words "A promoter" shall be substituted with the words "An acquirer or promoter ". (X) in regulation 15,- (i) sub-regulation (2) shall be substituted with the following, namely:- "The floor price shall be determined in terms of regulation 8 of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as may be applicable."; (ii) sub-regulation (3) shall be omitted. (XI) in regulation 16,- (i) in sub-regulation (1), after the word "the" and before the words "promoter shall not be", the words "acquirer or", shall be inserted; (ii) in sub-regulation (2), (a) after the word "the" and before the words "promoter decides not to accept", the words "acquirer or", shall be inserted; (b) in clause (a), after the word "the" and before the words "promoter shall not acquire", the words "acquirer or", shall be inserted; (c) in clause (c), after the word "the" and before the words "prom....
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....if the offer is made pursuant to regulation 5A of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011." (XV) After regulation 25, the following regulation shall be inserted, namely:- "25A. Power to relax strict enforcement of the regulations. (1) The Board may for reasons recorded in writing, grant relaxation from strict enforcement of any of the requirements of these regulations, if the Board is satisfied that the relaxation is in the interests of investors in securities and the securities market. (2) For seeking exemption under sub-regulation (1), the promoter or the acquirer or the company shall file an application with the Board, supported by a duly sworn affidavit, giving details for seeking such exemption and the grounds on which the exemption has been sought. (3) The promoter or the acquirer or the company, as the case may be, shall along with the application referred to under sub-regulation (3) pay a non-refundable fee of rupees fifty thousand, by way of a banker's cheque or demand draft payable in Mumbai in favour of the Board. (4) The Board may after affording reasonable opportunity of being hear....