Power of acquirer to nominate its one director on board of directors consisting of ten directors does not result in giving any effective control

RELEVANT PARAGRAPH

6. From the rival stands of the parties, what we need to examine is whether Regulation 12 also got triggered when the appellant acquired 24.26 per cent equity shares of the target company pursuant to the agreement. At this stage, it would be relevant to refer to the provisions of Regulations 10 and 12 of the takeover code which are reproduced here under for facility of reference:

“Acquisition of fifteen per cent or more of the shares or voting rights of any company.

10. No acquirer shall acquire shares or voting rights which (taken together with shares or voting rights, if any, held by him or by persons acting in concert with him), entitle such acquirer to exercise fifteen per cent or more of the voting rights in a company, unless such acquirer makes a public announcement to acquire shares of such company in accordance with the regulations.

Acquisition of control over a company.

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