L&T faces delay in launch of open offer for Mindtree shareholders

Currently, L&T is pursuing market purchase of Mindtree shares to increase its stake in the IT firm
Engineering major Larsen & Toubro (L&T) is behind schedule in the launch of its open offer for the shareholders of information technology company Mindtree.

It has already exceeded the timeline fixed under Securities and Exchange Board of India (Sebi) regulations in this regard. That rule says a company should launch an open offer within 55 days from the date of a public announcement. L&T, after an agreement to buy Cafe Coffee Day founder V G Siddhartha's stake, issued the public announcement on March 18. Its detailed public statement  in that regard was on March 26 in newspapers. 

“As the open offer is still under examination (by Sebi), it becomes an implicit sort of extension,” opines Shriram Subramanian, founder of corporate governance advisory InGovern. “Of course, the delay will create some amount of uncertainty among all stakeholders. (However,) there will not be any impact on the pricing of Mindtree shares.”

Queries to L&T and Mindtree were unanswered till the time of going to press. According to the open offer document issued by L&T, it was scheduled to be launched on May 14 and completed on May 27. However, the Mumbai-based engineering major is yet to get a green signal from the markets regulator. L&T group chairman A M Naik had said last week that they expected to launch the offer within 10 days. "It seems like an implicit extension, as the open offer has not been rejected. So, if the offer goes through, then this is just a delay in timeline. But, if for some reason, the request for open offer is overturned (like the buyback by L&T), that will be somewhat worrying," said Amit Tandon, managing director of corporate governance and proxy advisory firm IiAS. "So, only delay in the open offer is not material for shareholders at this point of time." Some legal experts said the 55-day timeline was not sacrosanct, pointing to earlier instances. "Failure in sticking to this deadline is not any breach of provisions on the part of L&T, as the offer is still under examination. Also, every public announcement of an open offer also says the timelines are tentative, subject to approval from Sebi," a Mumbai-based corporate lawyer said.


L&T is pursuing a controlling stake of 66 per cent in the mid-tier IT firm, for Rs 10,700 crore. However, the unsolicited takeover attempt is being opposed by Mindtree’s founders, who seek more clarity on L&T's plan.   

Hanging in balance
  • Experts see this as implicit extension of the proposal as it is still being evaluated by Sebi
  • Delay in open offer likely to create uncertainty among shareholders of L&T, Mindtree
  • Overturning of open offer request could be a matter of worry
  • Currently, L&T is pursuing market purchase of Mindtree shares to increase its stake in the IT firm  


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