1.  Regulation 14(1)

 The PA shall be sent to all the stock exchange where the shares of the Target company are listed, and the stock exchange immediately communicates such information to the public.

2. Regulation 14(2) 

The PA shall be send to Board and to the target company at its registered office within 1 working day of the date PA.

3. Regulation 14(3) 

The DPS in accordance with PA shall be published in all edition of any one English national daily newspaper having wide circulation and one hindi national daily with wide circulation and any one regional language with wide circulation at  place where the registered office of the company is situated and one regional language daily at the place of the stock exchange where the maximum volume of trading in shares of target company are recorded during the 60 days preceding the date of PA.

4Regulation 14(4) 

Copy of DPS shall be sent to-

1. SEBI through the Manager to open offer;

2. All the stock exchange where the shares of the target company are listed;

3. Stock exchange immediately communicate the same to the Public.

4. Target company at its registered office.

5. Regulation 15(1)

The PA shall contain the following information-

a. Name of the acquirer and PAC with him;

b. Name of the seller, if any;

c. Nature of the acquisition;

d. Consideration for the acquisition;

e. offer price;

f. mode of payments;

g. offer Size;

6. Regulation 15(2)

The DPS pursuant to the PA shall contains such information as may be specified in order to enable shareholder to make an informed decision with reference to open offer

7. Regulation 15(3)


a. PA

b. DPS

c. Advertisement

d. circular

e. brochure

f. publicity material

g. or letter of offer

which are issued in relation to the acquisition of shares under these regulations shall not omit any relevant information, or contain and misleading information

8. Regulation 16(1)

Within 5 working days from the date of DPS, the acquirer shall, through the manager to open offer, file with SEBI, a draft of letter of offer containing such information as may be prescribed along with non refundable fee, as per the following scale by way of direct credit in the bank account through NEFT/RTGS/IMPS or any other mode allowed

Sl. No. Consideration payable under the Open Offer Fee (Rs.)
a. Upto ten crore rupees. Five lakh rupees (Rs. 5,00,000)
b. More than ten crore rupees, but less than or equal to one thousand crore rupees. 0.5 per cent of the offer size


More than one thousand crore rupees.


Five crore rupees (Rs. 5,00,00,000) plus 0.125 per cent of the portion of the offer size in excess of one thousand crore rupees (1000,00,00,000).

9. Regulation 16(2)

The consideration payable under the open offer shall be calculated at the offer price, assuming full acceptance of the open offer, and in the event the open offer is subject to differential pricing, shall be computed at the highest offer price, irrespective of manner of payment of the consideration:

a. Up 10 Cr. Rupees Rs. 1, 25,000
b. More than 10 cr. but less than or equal to 1000 cr. Rs. 1,25,000 plus 0.025% of the offer size in excess of 10,00,00,000
c More than 1000 cr. and 500 cr. Rs. 1,25,00,000 plus 0.03125% of the portion of the offer size in excess of 1000,00,000
d More than 5000 cr. Rs. 2,50,00,000 plus 0.01 % of  the portion of the offer size in excess of  5000 ,00,00,000, subject to maximum 3,00,00,000

10. Regulation 16(3)

The manager to the open offer shall provide soft copies of the PA, the DPS and draft LOO in accordance with such specifications as may be specified and board shall upload the same on its website.

11. Regulation 16(4)

SEBI shall give its comments on draft letter of offer as expeditiously as possible but not more than 15 days  of receipt of the draft letter of offer and in event of no comments being issued by SEBI within such period;

12. 1st Proviso to the Regulation 16(4)

in the event the SEBI has sought clarifications or additional information from the manager to the open offer, the period for issuance of comments shall be extended to the 15th  working day from the date of receipt of  reply to the clarification or additional information want.

132nd  Proviso to the Regulation 16(4)

In the event the Board specifies any changes, the manager to the open offer and the acquirer shall carry out such changes in the letter of offer before it is dispatched to the shareholders.


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October 2021