PART - I

GENERAL DETAILS

Sr. No.

Item

I

Date of report

II

Name, address, Tel , fax nos and e-mail of Sender

III

Whether sender is acquirer

If No, whether the sender is duly authorised by acquirer to act on his behalf in this regard (enclose copy of such authorisation)

Yes/No.

IV

Compliance of Reg 3(4) & 3(5)

1. Whether report has been submitted to SEBI within 21 days from the date of acquisition – Reg 3(4)
2. Whether the report stated at (i) is accompanied with fees as required u/r 3(5)

Target company Details

Sr.No

Item

I

1. Name & address of Target Company (TC)
2. Tel and fax nos
3. Contact person
4. Yearwise profit/loss of the T.C for the last 3 completed financial years.
5. Nature of business and product of TC

II

Name of Stock Exchange(s) where shares of TC are listed

III

Opening & Closing price of shares of TC as on date of acquisition (indicate the name of stock exchange)

In case , no quotation was available on that particular date, give the last quoted price available alongwith date.

IV

Total Paid up capital of TC in terms of Number of shares/ voting rights (**)–

1. Before acquisition of shares/voting rights under consideration (No. and %)
2. After Acquisition of shares/voting rights under consideration (No. and %)

V

A)

B)

Shareholding pattern of the TC (**)

In case the acquirer is a promoter

PROMOTERS HOLDING

Acquirers

Sellers (in case of interse)

Others

(A) Total

NON-PROMOTERS HOLDING

Public

Financial Institutions

(B) Total

TOTAL (A+B)

In case acquirer is a non-promoter

Promoters

Acquirer

Public

Financial Institutions

TOTAL

Before acquisition

(one day prior to the date of acquisition)

After acquisition

One day after the date of acquisition

No

%

No

%

Acquirer’s Details

Unless otherwise stated Acquirer along with Persons acting in concert with him would be taken as "Acquirer" herein after.

Sr.No.

Item

Comments, if any.

I

1. Name, address, telephone, fax no., e-mail of Acquirer(s) {Regarding Persons acting in concert with the main acquirer, give only names of PAC}


Identify the main acquirer and he must be authorized by other PAC to file a report with SEBI.

Any further correspondence by SEBI regarding the acquisition will be done with the main Acquirer

 

 

2. State whether the acquirer is

1. An individual or a company
2. Indian or foreign origin
3. Promoter of TC

(Enclose copies of the letter authorising the main acquirer to file the report.)

II

In case, the acquirer is company ,

1. Identify its promoters or persons having control over the said company and the group they belong to.
2. Paid up capital of the acquirer company
3. Mention the status of the acquirer whether a listed or a unlisted company
4. If listed, indicate the stock exchanges where the acquirer company is listed
5. Name of contact person

III

Details of the secuirty acquired.

1. Type of security acquired (State whether equity shares/ PCD/ NCD/ FCD/ warrants /CCPSetc)
2. Features of the security allotted in terms of price, exchange rate, conversion period, and exchange ratio.

IV

A) Share holding of acquirer in target company ( in terms of no & % of shares of Target company)

1. Before the acquisition under consideration(one day prior)
2. After the acquisition under consideration (one day after)
3. One year prior to the date of acquisition

2. Indicate the total no of shares acquired by you in the TC within a period of 12 months from the date of acquisition including the current acquisition.

No

%

No

%

V

Mention the regulation (10, 11(1), 11(2) or 12) which would have been triggered off, had the report not been filed under Regulation 3(4). Explain by giving pre and post acquisition holding of shares/ voting rights/ control over the target company or by giving the % shares/ voting rights acquired.

VI

Indicate whether the acquirer had earlier filed any report/ documents to SEBI regarding any acquisition in the TC (Yes/ No)

If yes, give the following information

1. Type of document filed ( report u/r 3(4) or offer document/ application u/r 4
2. Date when filed
3. No and % of shares proposed to be acquired
4. No and % of shares actually acquired
5. Type of acquisition (Preferential/ inter-se/ public/ rights etc.)

PART II

Sr. No.

Item

I

Date of allotment (acquisition)

II

Acquisition price per share

III

Details of rights issue -
a) No of shares issued

b) Ratio
c) Price per share

IV

Pre issue holding of acquirer in target company (in terms of No. of shares & %)

V

Extent of rights entitlement of acquirers( No & %) ( % w.r.t No of shares issued in rights issue)

VI

No and % of shares acquired in rights issue ( % w.r.t No of shares issued in rights issue)

V II

Whether (VI) is to the extent of rights entitlement of acquirer specified at (V) above.

Yes/No

VIII

If (VII) is NO, indicate No & % of shares acquired over and above the rights entitlement

IX

Whether the No & % of shares mentioned at (VIII) is within the limits specified in Regulation 11

Yes/No

X

If (IX) is NO, disclose the following:

1. Whether the said acquirer was in control over the Target Company before rights issue.

2. Whether the intention to acquire additional shares beyond their entitlement, was disclosed in the Letter of offer.

Explain how the said acquirer is stated to be in control over the company.

Reproduce the relevant disclosure from the letter of offer – (specify the page no. in the letter of offer)

XI

Has there been any change in control of management of the company pursuant to this acquisition.

Yes/No with reasons.

Other requirements

1. A statement from Acquirer that details given in the report are true and correct.
2. The report shall be signed by the acquirer mentioning date & place. In case, there are more than one acquirer, the report shall be signed either by all the persons or by a person duly authorised to do so.
3. A copy of the Letter of offer with the relevant portion duly highlighted.