Order under regulation 11 of SEBI (SAST) Regulations, 2011 in the matter of Indiabulls Housing Finance Ltd.

Last updated: 09 December 2020

Court :
SEBI

Brief :
Indiabulls Housing Finance Ltd. (“Target Company”) is a company incorporated on May 10, 2005 having its registered office address at M–62 & 63, 1st Floor, Connaught Palace, New Delhi–110001 and carries on the business of a housing finance institution which does not accept public deposits. The equity shares of the Target Company are listed on the BSE Limited (“BSE”) and National Stock Exchange of India (“NSE”).

Citation :
WTM/GM/CFD/51/2020–21

WTM/GM/CFD/51/2020–21
SECURITIES AND EXCHANGE BOARD OF INDIA

ORDER

UNDER SECTION 11(1) AND SECTION 11(2)(h) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 READ WITH REGULATION 11(5) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011.

IN THE MATTER OF PROPOSED ACQUISITION OF SHARES AND VOTING RIGHTS IN –

TARGET COMPANY : INDIA BULLS HOUSING FINANCE LTD.
ACQUIRER : SAMEER GEHLAUT IBH TRUST

BACKGROUND –

1. Indiabulls Housing Finance Ltd. (“Target Company”) is a company incorporated on May 10, 2005 having its registered office address at M–62 & 63, 1st Floor, Connaught Palace, New Delhi–110001 and carries on the business of a housing finance institution which does not accept public deposits. The equity shares of the Target Company are listed on the BSE Limited (“BSE”) and National Stock Exchange of India (“NSE”).

2. An Application dated July 24, 2020 (“Application”) inter alia seeking exemption from the applicability of Regulation 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations 2011”) in the matter of proposed direct acquisition of shares in the Target Company, was received by SEBI from Mrs. Krishna Gahlawat and Mr. Balwan Singh (Trustees) on behalf of Sameer Gehlaut IBH Trust.

3. Regulation 4 of the Takeover Regulations 2011 states as under –

“Acquisition of control.

4. Irrespective of acquisition or holding of shares or voting rights in a target company, no acquirer shall acquire, directly or indirectly, control over such target company unless the acquirer makes a public announcement of an open offer for acquiring shares of such target company in accordance with these regulations.”

4. In the aforementioned Application and subsequent submissions, the following was inter alia stated:

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