Valuation report from independent CA not reqd in some cases

Market regulator Sebi today exempted listed companies from submission of valuation report from an Independent Chartered Accountant for undertaking activities like merger, de-merger or change in capital if there is no change in the overall shareholding pattern. 

However, the companies would need to mandatorily seek shareholders approval for any such scheme of arrangements if shares are issued to promoter entities, parent companies, related parties or any of their subsidiaries or associates. 

In a circular today, Securities and Exchange Board of India (Sebi) said " Valuation Report from an Independent Chartered Accountant' need not be required in cases where there is no change in the shareholding pattern of the listed company / resultant company". 

A resultant company would mean a company arising / remaining after the listed company undertakes a 'Scheme of Arrangement'. 

In addition, Sebi said that a listed company can choose the stock exchange having nation-wide trading terminals as the designated stock exchange for the purpose of coordinating with the regulator. 

Besides, companies listed solely on regional bourse which have sought exemption from Securities Contracts norms is required to "obtain in-principle approval for listing of equity shares on any stock exchange having nationwide trading terminals". 

Those firms which have not sought exemption would be provided with a platform for dissemination of information of such Schemes and other documents by a bourse having nationwide trading terminals, regulator said. 

According to Sebi, in the cases where additional shares have been allotted to promoter entities, their subsidiaries, listed firms have to ensure that the scheme submitted with High Court for sanction provides for voting by public shareholders after disclosing all material facts to the shareholders in relation to such scheme. 

"...Scheme shall be acted upon only if the votes cast by the public shareholders in favor of the proposal are more than the number of votes cast by the public shareholders against it," it added. 

The regulator said that any mis-statement or furnishing of false information with regard to the said undertaking would be liable for punitive action. (Economic Times)