126.96.36.199. Automatic Exemptions (Regulation 10):Regulation 10(1) exempts the following categories of acquisitions from open offer obligations under regulation 3 and 4 without SEBI’s approval: 209Bhagwati Committee Report as quoted in J.C. Verma, 2009, p. 746.Exemptions Automatic Exemptions Exemptions by the Board
265(1) Inter-se Transfer between Qualifying Parties:The qualifying parties are:210(i) Immediate relatives.211(ii) Persons named as promoters in the shareholding pattern filed by the target company in terms of the listing agreement or these regulations for not less three years prior to the proposed acquisition. (iii) A company, its subsidiaries, its holding company, other subsidiaries of such holding company, persons holding not less than 50 percent of the equity shares of such holding company, other companies in which such persons hold not less than 50 percent of the equity shares, and their subsidiaries subject to control over such qualifying parties being exclusively held by the same persons. (iv) Persons acting in concert for not less than three years prior to the proposed acquisition, and disclosed as such pursuant to fillings under the listing agreement. (v) Shareholders of a target company who have been persons acting in concert for a period of not less than three years prior to the proposed acquisition and are disclosed as such pursuant to fillings under the listing agreement, and any company in which the entire equity share capital is owned by such shareholders in the same proportion as their holding in the target company without any differential entitlement to exercise voting rights in such company. The exemption under this clause is available subject to the compliance of the following conditions: If the shares of the Target Company are frequently traded, then the acquisition price per share shall not be higher by more than 25 percent of the volume-weighted average market price for a period of sixty trading days preceding the date of issuance of notice for the proposed inter-se transfer under regulation 10 (5), as traded on the stock exchange where the maximum volume of trading in the shares of the target company are recorded during such period. 210Regulation 10(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.211The term ‘Immediate Relatives’ has been defined under Regulation 2(l) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
266If the shares of the target company are infrequently traded, then the acquisition price shall not be higher by more than 25 percent of the price determined under regulation 8(2) (e) of the regulations. The benefit of exemption will be available subject to such transferor (s) and transferee (s) having complied with disclosure requirements set out in chapter V. The acquirer shall intimate the stock exchange where the shares of the target company are listed, the details of the proposed acquisition at least 4 working days prior to the proposed acquisition.