19 September 2009
Please help me to resolve the following issue.
Our director want to take over one of the Pvt. Ltd company eg. "A" Pvt. Ltd.
"A" Pvt Ltd. is having invetment in equity share of one of the listed company in BSE e.g "D" Ltd. The shareholding is around 7.39 % of total paid up equity shares of "D" Ltd.
In same way our directors total share holding in "D" Ltd also around 8.05 %.
Please guide me disclosre procedure applicable for the above transaction. Which form will applicable and weather the directors will become Person Acting as a Concer (PAC). please help me Thanking all of you in advance for your valuable suggessting.
Guest
Guest
(Expert)
21 September 2009
Your company can not be considered as the Person Acting in Concert.
Only those Company/person who acquires shares of D Ltd. for A Limited can be considered as the Person Acting in Concert. And your company doesn't have acquired any shares for A Limited.
The provision of Takeover also do not apply to Your company, because your company has only 0.56% share capital of D Limited.
Calculation of 0.56%
Suppose the Shareholding of A ltd was Rs. 100 then, You hold Rs. 8 in Company A.
Now, Company D also have 100 Rs. as shareholding. So, Company A can get the only 8 Rs. from the company D.
Now, You will get the D Company's amount as under
= 8& of A (8% by you) = 0.56 Rs.
So, that means You have only 0.56% shareholding in Company D. And At 0.56& shareholding no Public Announcement or any other compliance is required.
CAclubindia
