The Securities & Exchange Board of India has ruled that the Takeover Code will not apply to the re-organisation of the Thapar group, which involves transfer of shares in companies between the four factions of the family.
The code requires any person or company that has acquired 15 per cent shares in a company to follow it with an open offer for another at least 20 per cent shares of the company.
About an year ago, the four sons of the Thapar group founder, late Lala Karam Chand Thapar -- Inder Mohan Thapar, Man Mohan Thapar, Brij Mohan Thapar and Lalit Mohan Thapar -- had agreed on a four-way division of group companies. Sorting out the cross-holdings in these companies breaches the 15 per cent limit set by the market watchdog in several cases. The Thapars had argued that the whole exercise was a family arrangement and should be exempt from the purview of the Takeover Code.
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As per the agreement, eldest brother Inder Mohan Thapar gets control over KCT Coal Sales, the cash coal distribution company based in Kolkata, cash-strapped aquaculture company Waterbase and India City Properties, a real estate company which also owns the sprawling Thapar House in downtown New Delhi. These companies are currently being looked after by his son Vikram.
Brij Mohan Thapar gets control of Bilt Chemicals, English Indian Clays, Bharat Starch Industries and Crompton Greaves. Brij Mohan Thapar has two sons, Gautam and Arjun. While Gautam is looking after Bilt Chemicals and Crompton Greaves, Karan is responsible for English Indian Clays and Bharat Starch Industries.
Lalit Mohan Thapar retains the group flagship Ballarpur Industries (Bilt) and APR (formerly AP Rayons). While he is the chairman of Bilt, his nephew Gautam is the vice-chairman and managing director. Lalit Mohan Thapar is a bachelor and does not have an issue.
Man Mohan Thapar gets JCT, JCT Electronics and Greaves. JCT, being run by his son Samir, has been mired in financial problems. It is negotiating with reliance to sell its synthetic fibres division. JCT Electronics is run by his other son, Arjun.
The settlement process was facilitated by PricewaterhouseCoopers senior partner Amal Ganguli, Khaitan & Co. senior partner Pradip Kumar Khaitan Amarchand & Mangaldas & Suresh A. Shroff & Co. managing partner Shardul Shroff.