The Securities and Exchange Board of India (Sebi) on Wednesday asked electronics firm Salora International's promoter group to make a public announcement to shareholders for acquiring additional shares of the company and pay an interest of 10 per cent along with the amount.
The public announcement has to be made within 45 days. The Sebi found company's promoters -- Tarun Jiwarajka, Ayush Jiwarajka, Manori Properties, Sitaram Jiwarajka, Sitaram Jiwarajka (HUF), Gopal Kumar Jiwarajka, Gopal Kumar Jiwarajka (HUF), Savitri Devi Jiwarajka, Neetu Jiwarajka and P N Mehta - had purchased additional company's shares in 2009. This had hiked their collective stake of the promoter group by 8.95 per cent, triggering the obligation for them to make a public announcement of an open offer. The promoter group of Salora International, was required to make a public announcement of an open offer for acquiring shares of the target company within 4 working days from the date of acquisitions (March 31, 2009; May 11, 2009 and May 19, 2009). They failed to make this offer, Sebi said.
“I find that the noticees have deprived the shareholders the exit opportunity at the best offer price,” Sebi whole time member Rajeev Kumar Agarwal said in the order on Wednesday. "In the facts and circumstances of the present case, I do not find any reason to deviate from the normal rule to make a public announcement to acquire shares of the target company in accordance with the provisions of Takeover Regulations...," he added.
Consequently, Salora International promoters have been asked to "make a public announcement to acquire shares of the target company...Within a period of 45 days from the date of this order".
"The noticees shall, along with the consideration amount, pay interest at the rate of 10 per cent per annum from July 03, 2009 to the date of payment of consideration, to the shareholders who were holding shares in the target company on the date of violation and whose shares are accepted in the open offer, after adjustment of dividend paid, if any," the order said.
The regulator said that had the public announcement within the time stipulated the price offered to shareholders in the open offer could have been determined taking into consideration the highest of the price of such acquisitions.
