controlled by the Appellant, the three
companies were related parties in terms of AS-18 as the same were squarely covered
by the definition ... Companies Act, 1956, but has
also applied the definition of 'Control' as given in the Substantial Acquisition of
Shares and Takeovers Regulations
company cannot amount to
control. "Control" here, as contrasted with
"management", means de facto control of actual
management or policy decisions ... expression "control"
denotes only positive control and further the word "control" as
contrasted with management means de facto control of actual
expression control in regulation 2(c) control, shall include the right to appoint majority of the directors or to control the management or policy decisions ... submitted that the definition is an inclusive definition, which enables SEBI to ascertain as to the nature of control, by enquiry. In this context
Section 92A(2) governs
the operation of Section 92A(1) by controlling the definition of participation in
management or capital or control ... rationalized is as dominant influence in the nature of de
facto control. The definition of 'associated enterprise', as the above academic
analysis shows
Section 92A(2) governs the
operation of Section 92A(1) by controlling the definition of participation in
management or capital or control ... Section 92A(2) governs the operation of Section 92A(1)
by controlling the definition of participation in management or capital or control
Sms Holdings Pvt. Ltd. vs Securities And Exchange Board Of India ... on 27 October, 2003
definition of related
party, what is required to be established is, whether
a person is in a position to control the composition of
the Board ... control' the affairs of
the 'Corporate Debtor', to fall within the ambit of the definition of
'Related Party' as defined
definition of the target company, Shri Kinikar stated that what the definition contemplates is that there could be either a target company of which control ... control over a company, however, such control be exercised - directly or indirectly - must be covered under the regulations and the present definition of 'acquirer
debarred from acquiring shares in the company. In this context definition of control provided in the regulation is required to be looked into ... voting rights in the target company or control over the target company. Second part of the definition enumerates certain categories of persons who are deemed
company cannot amount to control. "Control"
here, as contrasted with "management", means de facto control of
actual management or policy decisions ... facto proactive or positive control, and not mere
negative control which may flow from an expansive reading
of the definition of the word "control
