Guide to takeovers & mergers : a complete guide to corporate restructuring, arrangements, compromises, demergers, amalgamations and acquisitions / by N.R. Sridharan & P.H. Arvindh Pandian.

Includes index.

Table Of Contents:
Chapter I Introduction
Chapter II Corporate Restructuring Schemes
Chapter III Meaning And Definition of Certain Expressions
Chapter IV Persons And Classes Entitled to Apply to Court for a
Scheme of Arrangement
Chapter V Court’s Powers in Regard to Meetings
Chapter VI Conduct And Proceedings Of Meetings
Chapter VII Powers Of Court To Sanction Schemes
Chapter VIII Facilitating Powers of the Court to Sanction
Schemes Under Section 394
Chapter IX Power of Court to Modify Schemes
Chapter X Power And Role of Central Government
Chapter XI Amalgamation by the Order of Central Government
Section 396
Chapter XII Preservation of Books and Papers of Amalgamated
Company
Chapter XIII Power and Duty to Acquire Shares of Shareholders
Dissenting from Scheme or Contract Approved by Majority
Chapter XIV Accounting Aspects of Amalgamation
Chapter XV Amalgamation of Sick Companies
Chapter XVI Amalgamation and Income-Tax Act
Chapter XVII Demerger
Chapter XVIII Excise Implication On Merger/Amalgamation
Chapter XIX Sales or Value Added Tax and Transfer of Business
Chapter XX Amalgamation Of Banking Companies
Chapter XXI Miscellaneous Effects of Schemes of Merger,
Demerger, Arrangement Etc.
Chapter XXII Procedures to Effect Schemes
Chapter XXIII Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 1997
Chapter XXIV Merger and Amalgamation of Producer Companies

APPENDICES
App. 1 Extract of Sections 78, 100-107, 390-396A, 581ZN
App. 2 Relevant Extracts of Companies (Central Govt.’s) General
Rules & Forms, 1956
App. 3 The Companies (Court) Rules, 1959
App. 4 Accounting for Amalgamation (As-14)
App. 5 Accounting Entries to be Passed In Financial Books
App. 6 Formats Under Takeover Regulations
App. 7 SEBI Act, 1992
App. 8 SEBI (Substantial Acquisition of Shares and Takeovers)
Regulation, 1994
App. 9 Justice P.N. Bhagwati Committee Report on Takeovers
(Date 18.01.1997)
App. 10 SEBI (Substantial Acquisition of Shares and Takeovers)
Regulation, 1997 [Original Text As Notified On 20-2-1997
(Unamended)]
App. 11 Report of the Reconvened Committee on Substantial
Acquisitions of Shares and Takeovers Under the Chairmanship
of Justice P.N. Bhagwati
App. 12 Format of Public Announcement
App. 13 Standard Letter of offer for an open offer in Terms of The SEBI
(Substantial Acquisition of Shares and Takeovers) Regulations, 1997
and subsequent amendments thereof
App. 14 Report on “Reduction in cost involved in the open offers” - SEBI
(Substantial Acquisition of Shares and Takeovers) Regulations, 1997
App. 15 Report of the internal group on SEBI (Substantial Acquisition of Shares
and Takeovers) Regulations, 1997
App. 16 SEBI (Substantial Acquisition of Shares and Takeovers) Regulations,
1997
App. 17 SEBI (Delisting Of Equity Shares) Regulations, 2009
App. 18 SEBI (Investor Protection And Education Fund) Regulations, 2009
App. 19 Standard Listing Agreement Form With Schedule Of Listing Fees
App. 20 Issue of foreign currency convertible Bonds and Ordinary Shares
(Through Depository Receipt Mechanism) Scheme, 1993
App. 21 Securities Appellate Tribunal (Procedure) Rules, 2000
App. 22 Format of Post-Offer Public Announcement
App. 23 SEBI Takeover—FAQ
App. 24 Extract of Clauses 24, 40A and 40B of the listing agreement
App. 25 Extract of Companies Act, 1956—Sections 77A, 77AA and 77B
App. 26 SEBI (Buy-Back of Securities) Regulations, 1998
App. 27 The Private Limited Company and Unlisted Public Company
(Buy-Back Of Securities) Rules, 1999
App. 28-30 SEBI (Issue Of Capital and Disclosure Requirements) Regulations,
2009 [Updated As On 13-4-2010]
App. 31 The Competition Act, 2002 (Act No. 12 Of 2003)
App. 32 The Companies (Second Amendment) Act, 2002 (11 Of 2003)
App. 33 The Sick Industrial Companies (Special Provisions) Repeal Act, 2003
App. 34 Scheme of Amalgamation
App. 35 Scheme of Arrangement/Demerger
App. 36 Scheme of Amalgamation of Banking Companies
App. 37 Model Scheme of Arrangement (Slump Sale) with Prospective
Appointed Date
App. 38 Model Scheme of Arrangement (Demerger) and Amalgamation with
two appointed Dates
App. 39 Model Scheme of Amalgamation of two Non-Banking Financial
Companies
App. 40 Relevant Extracts of Income-Tax Act, 1961
App. 41 Scheme of Arrangement [U/S 391 To 394 of The Companies Act, 1956]
Between Reliance Industries Limited and Reliance Energy Ventures
Limited and others Model Scheme
App. 42 Three Model Schemes of Demerger
App. 43 Model Composite Scheme of Demerger, Merger, Reduction of Capital
and Debt Restructuring
App. 44 Model Scheme of Amalgamation of Banking Companies

Containing exhaustive commentary with case-law.