CIRCULAR

SEBI/CFD/DCR/SAST/1/2011/09/23,  Dated-September 23, 2011

To,

All Registered Merchant Bankers  All Recognized Stock Exchanges

Dear Sirs,

Sub: Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and consequential amendments to Clause 35 of the Equity Listing Agreement.

1. Notification of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations,  2011

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In exercise of the powers conferred by Section 30 of the Act, SEBI has framed the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (hereinafter referred to as “the SAST Regulations 2011”), which have been notified today i.e. September 23, 2011.

2. Consequential amendment to Clause 35 of the Equity Listing Agreement

Consequential amendments to be carried out in Clause 35 of the Listing Agreement, pursuant to SAST Regulations 2011 are given in Annexure – 1 to this circular. Stock Exchanges are advised to carry out the said amendments in their Listing Agreement and confirm compliance of the same in the next monthly development report.

3. Formats for disclosures / reports under the SAST Regulations 2011

The SAST Regulations 2011 have prescribed various reports / disclosures to be filed under various provisions contained therein, in the formats as may be specified by the Board. Accordingly, the formats have been specified and listed in Annexure – 2 of this circular.

4. This circular, SAST Regulations 2011, as notified on September 23, 2011, as well as the formats listed in Annexure-2, are available on SEBI website at www.sebi.gov.in under the categories “Legal Framework” and “Takeovers”.

Yours faithfully,

Sd/-

Neelam Bhardwaj

Encl.: As above.

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