A takeover Offer is a type of action in which a an offer is being made to acquire another Listed Company. It could be made by an Individual or a Group or Any Legal Entity, which is known as the acquirer, while the subject matter of the bid is referred to as the target company. The takeover Offer could be a Friendly offer or could be a Hostile Offer.
Securities and Exchange Board of India (substantial acquisition of shares and Takeovers) Regulations, 2011 is the primary piece of Law which regulates Takeovers of Listed Companies in India.
An Open Offer is made to the Public shareholders of Target Company pursuant to a Trigger event as prescribed in regulations to provide them an Exit Opportunity in case the Public shareholders are not willing to continue with the Company and/or upcoming Management pursuant to Takeover Offer.
A Merchant Banker called as Manager to the Offer is a Registered Intermediary who make sure that SEBI (SAST) Regulations are well complied in the Offer and in addition act to prevent any loss to any Public shareholder.
Steps in Open Offer :-
- Appointment of Merchant Banker
- Trigger Event (Share Purchase Agreement/ Resolution for allotment of Securities/ Acquisition of Shares beyond Threshold)
- Submission of Public Announcement
- Escrow Account For takeover transaction
- Publication of Detailed Public Statement
- Public Announcement of Open Offer
- Recommendation by the BOD of the target company
- Filing of Letter of Offer with the SEBI
- Incorporation of Observations of SEBI
- Dispatch of Offer Document/ Letter of Offer to shareholders
- Opening of Offer
- Post offer advertisement
- Settlement through Special Escrow Account
- Acquisition of shares and submission of Post Offer Monitoring report
Our services in Open Offer
We at Corporate CapitalVentures Private Limited provide end to end services to acquirers as well as Target Companies to ensure compliance of all SEBI Regulations.
Public Issue
We handhold the Company and Management throughout the Process of getting their Company Listed on Stock Exchanges and raise funds through IPO.
Valuation & Business Modelling Services
We make decision making simple by Assessing Valuation of Shares/Business in addition to Compliance of Regulatory requirements. We are also specialised in 409a valuations.
M&A Advisory
We as Intermediaries of Transaction make sure that both the parties are in a win-win situation within the scope of Applicable Laws.
Services under IBBI
We act as Deal makers for ‘to be Insolvent companies’ by fuelling necessary support at appropriate time and creating opportunities for our Investors
ESOP Advisory Services
We as ESOP Advisors formulate schemes favourable to both Employers and Employees and make sure smooth implementation.
Corporate Restructuring
We advise our clients to have the most appropriate Corporate structure best suited with the organisation.
Fund Raising Services
We raise funds both through Equity and Debt for Start Ups and Sustained Businesses through various platforms.
Business Acquisition Services
We help our clients to find out Listed/ Unlisted Companies in various businesses, Due Diligence of Target Companies and structuring deals for them.
