With regard to transfers between immediate relatives, SEBI has clarified in its circular that transfer of shares between immediate relatives will not constitute a “change in control”.
Close relatives include spouses, parents, siblings, and children.
On transmission of shareholding, the regulator said that transmission of shares, whether to close relatives or others, would also not result in change of control for unlisted body corporate intermediaries.
In the case of proprietary firms, any transfer or inheritance of ownership will be considered a change in control. Further, the legal heirs are required to take prior approval of SEBI and get fresh registration in their name.
For a partnership with more than two partners, a transfer of ownership between partners will not be treated as a change in control.
If a partner dies and the partnership deed allows legal heirs to join, the firm will be reconstituted without the need for fresh registration.
However, inducting a new partner will require SEBI’s approval.
Incoming shareholders or partners acquiring a controlling interest are required to meet the “fit and proper person” norms laid down in SEBI’s Intermediaries Regulations, 2008.
The provisions mentioned in the circular are effective immediately.
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