LEGAL ISSUES AND TAKEOVER CODE. Agenda. Overview of Takeover Regulations Salient Definitions Types of Takeovers Required Disclosures Takeover code Trigger Exempted Categories Takeover at a Global Level Takeover and Disinvestment Advantages. Overview of Takeover Regulations.
either by himself or with any person acting in concert with the acquirer
“Target Company” means a listed company whose shares or voting rights or control is directly or indirectly acquired.
a)the right to appoint the majority of the directors.
b) To control the management or policy decisions.
any person established to have, with the acquirer, the common objective of buying:
a substantial amount of shares; or
voting rights in a company; or
gaining control of a company
following an agreement or understanding (formal or informal) or by cooperating with the acquirer, directly or indirectly.
Mega Resources, Mega Stock, Hooghly Mills, Ms Pooja Bajoria, Ms Mohini Devi Bajoria, Ms Lata Devi Bajoria and Ms Meenakshi Jatia
1) Hostile takeover
2) Friendly takeover
3) Bailout takeover
- Bombay Dyeing and Manufacturing Co Ltd -Bajoria struggle
Rs. 286 per share
- Friendly takeover
Taking over of the management of such weak companies for nurturing them back in normal activities by a company having expertise and resources is known as “Bailout takeover”
of shares or voting rights during any period of 12 months.
no open offer was required.
a) both the acquirer and the seller are the same in all the stages of acquisition; and
b) has made the disclosure regarding all the stages of acquisition in the letter of offer sent to the Securities Exchange Board of India and the shareholders of such public sector undertaking.