SEBI grants exemption for 32.36% Ashapura Minechem stake acquisition

SEBI examined whether this acquisition, which would result in the trusts holding 32.36% of the company, should be exempted from the SEBI Takeover Regulations.

Who it concerns: Ashapura Minechem Limited (Target Company); Manan Chetan Shah Family Trust, Chaitali Nishit Salot Family Trust, and Himani Ankur Shah Family Trust (Applicants/Acquirer Trusts); Chetan Navnitlal Shah and Dina Chetan Shah (Transferors/Promoters); Ashapura Industrial Finance Limited (AIFL).

What SEBI found or ordered

• The applicants sought exemption from the mandatory open offer requirements under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
• The proposed acquisition involves a direct transfer of 14.61% of shares and an indirect acquisition of 17.75% voting rights via Ashapura Industrial Finance Limited (AIFL).
• The total post-acquisition stake for the three trusts combined would be 32.36% of the target company's equity.
• The shares are to be transferred without any consideration (free of cost) to the trusts.
• The acquisition is described as part of succession planning for the promoter family.

Also in the document

• The transaction involves a transfer of control within the existing promoter group rather than a new external acquirer.
• The indirect acquisition is facilitated through the transfer of 99.99% of shares in Ashapura Industrial Finance Limited (AIFL) to one of the trusts.
• The total equity share capital of the target company remains unchanged by this transaction.