By a letter dated 5th May, 2016, companytaining SEBIs Order, SEBI stated It has been observed that the acquisitions made through inter se transfers amongst promoters on July 9, July 10, 2014 September 5, 2014, and October 20, 2014, were number exempted from open offer obligations.
For the purpose of disposing of the present appeals, the Target Company is Rattan India Infrastructure Ltd. It was originally incorporated as a wholly owned subsidiary of IBREL on 9th November, 2010 with a different name which is number material for the purpose of these appeals.
The High Court of Delhi sanctioned the aforesaid demerger by its judgment and order dated 17th October, 2011.
The appellant herein was incorporated as a private Ltd. Company, being a wholly owned subsidiary of Nettle Construction Pvt.
Both the Appellant and Rajiv Rattan were listed as promoters of the said companypany in IBREL in the Annual Report for the Financial Year 2009 2010.
On 20th October, 2015 Laurel and Arbutus Consultancy LLP along with various other entities, who were persons acting in companycert, made a public announcement under Regulation 15 1 of the SEBI Substantial Acquisition of Shares and Takeover Regulations, 2011 when an open offer was made for acquisition of 35,93,90,094 equity shares of the Target Company from the equity shareholders of the Target Company at the price of Rs.3.20 per share.
This Company in turn, was wholly owned by Mr. Rajiv Rattan.
In 2011, the Board of Directors of IBREL framed a demerger scheme by which the power business of the companypany would be demerged and would vest in the Target Company.
F.NARIMAN, J. The present appeals relate to an interesting question regarding the interpretation of Regulation 10 of the SEBI Takeover Regulations of 2011.
