New Delhi: Markets regulator Sebi has granted exemption to four family trusts linked to promoters of Lux Industries from making open offer to the shareholders of the company following their proposed acquisition of shares in the firm.
The order comes following an application filed by four trusts — Ashok Todi Family Trust, Ashok Bimla Todi Family Trust, Pradip Todi Family Trust and Pradip Shobha Todi Family Trust — seeking exemption from applicability of SAST (Substantial Acquisition of Shares and Takeovers) Regulations in the matter of proposed acquisition of shares and voting rights in Lux Industries.
Lux Industries is collectively controlled by Ashok Todi, his wife Bimla Devi Todi, and their children; Pradip Todi, his wife Shobha Todi, and their two sons; and Prabha Todi and her two sons, who collectively hold about 73.71 per cent stake in the firm.
The family members form part of the promoter and promoter group of the company.
Ashok Kumar Todi, Bimla Todi, Pradip Kumar Todi and Shobha Todi currently hold 37,30,000 shares, 35,05,000 shares, 44,82,500 shares and 27,52,500 shares, respectively, in the company.
The proposed acquisition involves settlement or contribution of equity shares of the company to the four trusts by Ashok Todi, Bimla Todi, Pradip Todi and Shobha Todi.
Thereafter, the trustees (on behalf of the respective acquirer trusts) will hold 47.52 per cent stake in the company.
The proposed acquisition by the trusts will attract provisions of the Takeover Regulations.
However, the regulator, in an order, granted "exemption to proposed acquirers viz Ashok Todi Family Trust, Ashok Bimla Todi Family Trust, Pradip Todi Family Trust and Pradip Shobha Todi Family Trust from complying with the requirements of ...the Takeover Regulations ....with respect to the proposed acquisitions in the Target Company, viz. Lux Industries Limited, by way of proposed transactions."
It has given exemption on the ground that the proposed acquisition is intended to streamline the succession and welfare of the family members and their lineal descendants, being members of the promoter group of the company.
Besides, the proposed transactions are only in the nature of a transfer of equity shares within the promoters and promoter group of the firm, with no change in the overall promoters and promoter group shareholding in the company.
"There will be no change in control of the target company pursuant to the proposed acquisition. The pre-acquisition and post-acquisition shareholding of the promoters in the target company will remain the same (except that of the transferors and the transferees in the acquisition)," it added.
The exemption has been granted subject to several conditions, including the proposed acquisition should be in accordance with the relevant provisions of the Companies Act and that on completion of the proposed acquisition, the acquirers need to file a report with Sebi within a period of 21 days from the date of such acquisition.
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