Content Provider | Supreme Court of India |
---|---|
e-ISSN | 30484839 |
Language | English |
Access Restriction | NDLI |
Subject Keyword | acquirer' and 'acting in concert Securities And Exchange Board of India Acquisition of Indian Company subsidiary of French Company |
Content Type | Text |
Resource Type | Law Judgement |
Jurisdiction | India |
Case Type | Appeal |
Court | Supreme Court of India |
Disposal Nature | Appeal Allowed |
Headnote | Securities and Exchange Board of India Act, 1992-Securities And Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 1997-Regulations 10, 11 and 12: Acquisition of Indian Company, subsidiary of French Company by another French Company-Indian law/French law-Applicability of-Held: Relationship of two French companies whether one of control or not is really a question of their status-The applicable law would, therefore be law of their domicile, namely, French law-However question as to their obligations under Indian law would have to be governed exclusively by Indian law. Date of indirect acquisition-Determination of-S a subsidiary of C, a French company-T, another French company acquired C-T purchased 29.68% shares of C in April 2000-Shareholding of C in S did not constitute substantial part of assets of C-No evidence to show that T acquired C in April, 2000 to gain control of S-It was only a strategic alliance-Substantial acquisition took place in July 2001-Therefore date of acquisition is July 2001. Words and phrases-'acquirer' and 'acting in concert '-Meaning of - In the context of Regulations 2(b) and 2(e) of Securities And Exchange Board of India (Substantial Acquisition of Shares and Takeover)Regulations, 1997. Private International law: Foreign law-When not applicable-Held: Inapplicable when it is contrary to domestic public policy and morality. Technip and Coflexip are French Companies. Seamec is an Indian Company and subsidiary of Coflexip. Technip acquired the control of Seamec through Coflexip. IFP and its subsidiary ISIS are also French Government Companies. IFP was shareholder in Technip and Coflexip. Dispute arose as to the date of acquisition. On complaint of Seamec shareholders before SEBI, it was held that French Law was applicable to the takeover for determining the date of acquisition. It found that Technip had obtained control of Coflexip in July 2001 without Public offer. SEBI directed Technip to make public announcement as required under the Securities And Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 1997 within 45 days and pay 15% interest to shareholders for delayed announcement. Before Securities Appellate Tribunal (SAT), the grievance of Seamec shareholders was that date of control of Coflexip by Technip was April 2000 and not July 2001. Pending appeal, Technip made public announcement to acquire shares of Seamec by taking July 2001 as the relevant date. SAT however held that the relevant date was April 2000 as the applicable Jaw to the question was Indian Law and accordingly directed Technip to pay Seamec shareholders the difference between the price of shares between July 2001 and April 2000 together with 15% interest on such difference. One of the grounds on which SAT came to this conclusion that was based on the fact that both the companies had been promoted by IFP and that IFP through ISIS acting in concert with Technip had brought about the takeover of Coflexip by Technip. Hence the present appeal. A separate appeal is filed by IFP challenging the allegations made against it in SAT's order. |
Judge | Hon'ble Ms. Justice Ruma Pal |
Neutral Citation | 2005 INSC 272 |
Petitioner | Technip Sa |
Respondent | Sms Holding (pvt.) Ltd. And Ors. |
SCR | [2005] Supp. (1) S.C.R. 223 |
Judgement Date | 2005-05-11 |
Case Number | 9258 |
National Digital Library of India (NDLI) is a virtual repository of learning resources which is not just a repository with search/browse facilities but provides a host of services for the learner community. It is sponsored and mentored by Ministry of Education, Government of India, through its National Mission on Education through Information and Communication Technology (NMEICT). Filtered and federated searching is employed to facilitate focused searching so that learners can find the right resource with least effort and in minimum time. NDLI provides user group-specific services such as Examination Preparatory for School and College students and job aspirants. Services for Researchers and general learners are also provided. NDLI is designed to hold content of any language and provides interface support for 10 most widely used Indian languages. It is built to provide support for all academic levels including researchers and life-long learners, all disciplines, all popular forms of access devices and differently-abled learners. It is designed to enable people to learn and prepare from best practices from all over the world and to facilitate researchers to perform inter-linked exploration from multiple sources. It is developed, operated and maintained from Indian Institute of Technology Kharagpur.
Learn more about this project from here.
NDLI is a conglomeration of freely available or institutionally contributed or donated or publisher managed contents. Almost all these contents are hosted and accessed from respective sources. The responsibility for authenticity, relevance, completeness, accuracy, reliability and suitability of these contents rests with the respective organization and NDLI has no responsibility or liability for these. Every effort is made to keep the NDLI portal up and running smoothly unless there are some unavoidable technical issues.
Ministry of Education, through its National Mission on Education through Information and Communication Technology (NMEICT), has sponsored and funded the National Digital Library of India (NDLI) project.
Sl. | Authority | Responsibilities | Communication Details |
---|---|---|---|
1 | Ministry of Education (GoI), Department of Higher Education |
Sanctioning Authority | https://www.education.gov.in/ict-initiatives |
2 | Indian Institute of Technology Kharagpur | Host Institute of the Project: The host institute of the project is responsible for providing infrastructure support and hosting the project | https://www.iitkgp.ac.in |
3 | National Digital Library of India Office, Indian Institute of Technology Kharagpur | The administrative and infrastructural headquarters of the project | Dr. B. Sutradhar bsutra@ndl.gov.in |
4 | Project PI / Joint PI | Principal Investigator and Joint Principal Investigators of the project |
Dr. B. Sutradhar bsutra@ndl.gov.in Prof. Saswat Chakrabarti will be added soon |
5 | Website/Portal (Helpdesk) | Queries regarding NDLI and its services | support@ndl.gov.in |
6 | Contents and Copyright Issues | Queries related to content curation and copyright issues | content@ndl.gov.in |
7 | National Digital Library of India Club (NDLI Club) | Queries related to NDLI Club formation, support, user awareness program, seminar/symposium, collaboration, social media, promotion, and outreach | clubsupport@ndl.gov.in |
8 | Digital Preservation Centre (DPC) | Assistance with digitizing and archiving copyright-free printed books | dpc@ndl.gov.in |
9 | IDR Setup or Support | Queries related to establishment and support of Institutional Digital Repository (IDR) and IDR workshops | idr@ndl.gov.in |