This is in continuation with notice no 20190111-3 for the Delisting Offer made by The BOC Group Limited (“Acquirer” or the “Promoter”) along with the Person Acting in Concert (“PAC”) Linde Holdings Netherlands B.V. to the public shareholders of Linde India Limited (for which the bidding period closed on January 21, 2019). Manager to the Issue has informed to the Exchange that the Acquirer and PACs have decided to reject the discovered price of INR 2,025/- per equity share, pursuant to which the Delisting Offer is deemed to have failed in terms of regulation 19(1) of the Delisting Regulations. Accordingly the Acquirer and PACs shall resume the Open Offer in terms of Regulation 5A of the SEBI (SAST) Regulations.
All Market Participants are hereby informed that, in terms of Regulation 5A (5) of the SEBI (SAST) Regulations “Withdrawal Window” will be activated. Public Shareholders who have tendered their Equity Shares in acceptance of the Delisting Offer shall be entitled to withdraw such tendered Equity Shares from 30th January 2019 to 12th February 2019. Public Shareholders who wish to withdraw such tendered Equity Shares would have to do so through the same broker/seller member who placed their Bids in the Delisting Offer and ask the broker/seller member to withdraw their respective Bids.
On receipt of such withdrawal, ICCL (Indian Clearing Corporation Ltd) will arrange to free the shares tendered by the client in their respective account. This activity shall be completed by T + 1 day where T is the day of withdrawal of bids.
Upon withdrawing the Bid, the broker/seller member shall provide a Transaction Registration Slip (“TRS”) generated by the Exchange bidding system to the Public Shareholder confirming such withdrawal. For Public Shareholders who have tendered their Equity Shares in physical form, the broker/seller member is required to send the TRS to Link Intime India Private Limited (“Registrar”). On valid withdrawal of the Bid and receipt of a TRS by the Registrar, the Registrar shall dispatch the physical share certificate(s) to the respective broker/seller member(s) post completion of the Withdrawal Period.
In accordance with the proviso to Regulation 19(2)(a) of the Delisting Regulations, in the event that a Public Shareholder of the Company does not withdraw the tendered Equity Shares within the Withdrawal Period, the tendered Equity Shares that are not withdrawn within the Withdrawal Period shall be transferred to the Clearing Corporation (ICCL) of the Exchange and such Equity Shares shall not be available for withdrawal post February 12, 2019.
The settlement in respect of such non-withdrawn Equity Shares shall be made at the same time and on the same terms as the settlement for all other Equity Shares tendered during the tendering period of the Open Offer. Accordingly, any payment or return of the unaccepted non-withdrawn Equity Shares shall be completed, as per timelines given in Corrigendum to Public Announcement.
The post delisting public announcement and corrigendum to public announcement for failure of the Delisting Offer and update on the Open Offer published in the Newspaper is attached with this notice as Annexure I & Annexure II respectively.
Market participants are further requested to note that the details of this Withdrawal of Offer to Buy would be available on BSE Website – www.bseindia.com.
For any further clarifications, Trading Members/Custodians and Acquirer(s)/ Promoter(s)/ Company are advised to contact following Exchange officials: -
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Name of Official
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Contact Number
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Department
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Email ID
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Listing Sales
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022-22728987
022-22728125
022-22728934
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Listing Sales
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Listing.sales@bseindia.com
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ICCL
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022-22728468
022-22728704
022-22728223
022-22725163
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Clearing & Settlement
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Bse.csd@bseindia.com
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Bhushan Mokashi
Additional. General Manager
Listing Sales & Ops
January 29, 2019
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