SEBI grants Nureca exemption from buyback rule during merger

This order grants Nureca Limited an exemption from a specific rule that normally prohibits announcing a share buyback while a merger scheme is pending. SEBI allowed this because the merger involves only a wholly-owned subsidiary and does not change the public shareholding pattern.

Nureca Limited (Transferee Company), Nureca Technologies Private Limited (Transferor Company/Wholly-owned subsidiary)

• Exemption granted from sub-regulation (ii) of regulation 24 of the SEBI (Buy-back of Securities) Regulations, 2018.
• The exemption allows the company to announce a buyback despite the pendency of a Scheme of Arrangement (merger) with its wholly-owned subsidiary.
• SEBI determined the requirement was procedural in this specific context because there is no new issuance of equity shares or change in paid-up share capital.
• Conditions include that the buyback must comply with the Companies Act, 2013, and Buy-back Regulations, 2018.
• The exemption is limited to this specific application and does not operate as a precedent for other cases.

Written from the document by AI, and checked against it. The original below is authoritative.

The original document