SEBI exempts cos. for making draft scheme of arrangement in case of merger between holding and subsidiary

THE GAZETTE OF INDIA
EXTRAORDINARY
PART – III – SECTION 4
PUBLISHED BY AUTHORITY
NEW DELHI, FEBRUARY 15, 2017
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 15th February, 2017
SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS
AND DISCLOSURE REQUIREMENTS) (AMENDMENT) REGULATIONS, 2017
No. SEBI/LAD/NRO/GN/2016-17/029 .─ In exercise of the powers conferred by section 11,
sub section (2) of section 11A and section 30 of the Securities and Exchange Board of India
Act, 1992 (15 of 1992) read with section 31 of the Securities Contracts (Regulation) Act, 1956
(42 of 1956), the Securities and Exchange Board of India hereby makes the following
regulations to further amend the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, namely:-
1. These regulations may be called the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) (Amendment) Regulations, 2017.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, in regulation 37, after sub-regulation (5),the
following sub-regulation and proviso may be inserted, namely,-
“(6) Nothing contained in this regulation shall apply to draft schemes which solely
provide for merger of a wholly owned subsidiary with its holding company:
Provided that such draft schemes shall be filed with the stock exchanges for the
purpose of disclosures.”
Sd/-
U.K. SINHA
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA
Footnote:
1. The Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 were published in the Gazette of India on 2nd
September 2015 vide No. SEBI/LAD-NRO/GN/2015-16/013.
2. The Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, were subsequently amended on:
(a) December 22, 2015 by Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) (Amendment) Regulations, 2015 vide notification
no. SEBI/LAD-NRO/GN/2015-16/27.
(b) May 25, 2016 by Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) (Amendment) Regulations, 2016 vide notification no.
SEBI/LAD-NRO/GN/ 2016-17/001.
(c) July 08, 2016 by Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) (Second Amendment) Regulations, 2016 vide
notification no. SEBI/ LAD-NRO/GN/2016-17/008.
(d) January 4, 2017 by Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) (Third Amendment) Regulations, 2016 vide
notification no. SEBI/ LAD-NRO/GN/2016-17/025.