India’s markets watchdog to ease open offer norms

February 2nd, 2009 - 8:33 pm ICT by IANS  

Mumbai, Feb 2 (IANS) India’s markets watchdog Monday decided to amend its norms on open offers to acquire companies, even as it made it mandatory for all listed companies to declare their dividends on per share basis, as against percentages.The board of Securities and Exchange Board of India (SEBI) also decided that the price band for initial public offers (IPO) can be announced two days before they hit the capital markets, against specifying the same in the prospectus two-three weeks ahead.

It also said the timeline for bonus issues would stand reduced to enable companies declare such handouts to shareholders at shorter intervals.

“We are also developing mechanisms to deal with special cases like Satyam,” SEBI Chairman C.B. Bhave told reporters after the board meeting here, referring to a request made by the new board of the fraud-hit company to ease the acquisition norms.

Ar present, the guidelines pertaining to an open offer require the offer price to be fixed at the average of past 26 weeks, or two immediately preceding weeks prior to the open offer, whichever is higher.

As per the code on takeovers and acquisitions, an investor must also make an open offer for 20 percent additional equity in a company once it has acquired 15-percent stake in it.

In the case of Satyam, the average price for 26 weeks is a little over Rs.250, while the current price is hovering around Rs.50-60. Therefore, the offer price would have to be five-six times the present values.

The Satyam board had, accordingly, told the watchdog that the guidelines made it virtually unviable for prospective suitors such as Larsen and Toubro and the B.K. Modi group.

“We will be amending our regulations through guidelines to enable a transparent process for arriving at a price in the case of such acquisitions,” Bhave said. “We must have a mechanism to deal with abnormal cases.”

On bonus issues, the SEBI chairman said norms were being eased. “At present, the timeline of six months is available to companies to complete the bonus issue from the date from the date of the board approval,” he said.

“Now it has been decided that in cases where the shareholder’s approval is not required, the process can be completed in 15 days and where the approval has to be got, the process will be completed in 60 days.”

Bhave said that on declaration of dividends, the board wanted uniformity across companies. “Logically, the dividend should also be declared on per share basis. That was the decision of the board.”

The regulator, he said, was aware of the current depressed market scenario that was already making it difficult to raise money and hence proposed to make it easier to access fresh capital.

“Given the current volatile market conditions and our drive on overall reduction in timescale, it was decided by the board that the price band can be declared two working days prior to the opening of the public issue.”

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