Compliance calendar
SEBIInsider trading and takeovers

Independent registered valuer for the open offer price

The valuation that supports an open offer price, which since 3 January 2026 has to come from an independent registered valuer.

How this is timed

Valuation supporting the offer price

Counted from the open offer requiring a valuation of the offer price

Regulator
SEBI
Category
Insider trading and takeovers
Form
Not specified
Last verified
2026-09-01

The valuation is part of the open offer, so its timing follows the offer rather than a calendar date. What changed is who may do it. From 3 January 2026 SAST Reg 8(16) requires the valuation supporting the offer price to be made by an independent registered valuer, replacing the earlier independent merchant banker other than the manager to the offer, or independent chartered accountant in practice with ten years of experience. Valuations already under way when the amendment commenced have nine months from 3 January 2026 to complete, which expires in early October 2026.

What changed

The SEBI (SAST) (Amendment) Regulations, 2025 were notified on 5 December 2025 and took effect on 3 January 2026. Reg 8(16) now requires an independent registered valuer. The nine-month transition for valuations already under way expires in early October 2026, so both positions are live as this page is written.

Deadlines counted from an event

These have no calendar date. The clock starts when the event happens.

Valuation supporting the offer pricefrom the open offer requiring a valuation of the offer price

The valuation supporting the open offer price is made by an independent registered valuer. Reg 8(16) as amended sets the requirement from 3 January 2026. The regulation fixes who values and on what basis, not a number of days, so the timing follows the open offer timetable.

Applies when: Valuations begun on or after 3 January 2026, which have to be done by an independent registered valuer

Transition for valuations already under wayfrom commencement of the amendment on 3 January 2026

A valuation already under way when the amendment commenced has to be completed within nine months of 3 January 2026, which falls in early October 2026. After that the registered valuer requirement applies without a transition.

Applies when: A valuation that had already begun on 3 January 2026, which has nine months from that date to complete

The rule

Stated as the law states it, so you can work out any period yourself.

Valuation supporting the offer price

The valuation supporting the open offer price is made by an independent registered valuer. Reg 8(16) as amended sets the requirement from 3 January 2026. The regulation fixes who values and on what basis, not a number of days, so the timing follows the open offer timetable.

Applies when: Valuations begun on or after 3 January 2026, which have to be done by an independent registered valuer

Transition for valuations already under way

A valuation already under way when the amendment commenced has to be completed within nine months of 3 January 2026, which falls in early October 2026. After that the registered valuer requirement applies without a transition.

Applies when: A valuation that had already begun on 3 January 2026, which has nine months from that date to complete

Who must comply

  • An acquirer making an open offer where the offer price requires a valuation under Reg 8
  • The manager to the open offer, who cannot also be the valuer

Statutory basis

Read the provision here where we hold it, or on the regulator's site.

Before you file

  • Appoint an independent registered valuer.
  • Confirm that the valuer is not the manager to the open offer.
  • Establish the date on which the valuation began, if it began before 3 January 2026.
  • Collect the price parameters Reg 8 requires for the offer price.

How to file

  1. 1Appoint the independent registered valuer before the valuation begins.
  2. 2Get the valuation report supporting the offer price.
  3. 3Use the valuation in the offer price computation the letter of offer discloses.
  4. 4Complete a valuation begun before 3 January 2026 within nine months of that date.

If you miss it

An offer price not supported as Reg 8 requires is an open offer at the wrong price, so section 15H of the SEBI Act reaches it: failing to make a public announcement to acquire shares at a minimum price carries ₹25 crore or three times the profit made from the failure, whichever is higher. SEBI also directs the acquirer to pay the difference to the shareholders who tendered, with interest.

  • SEBI can require the offer price to be revised upwards and the difference paid to shareholders who already tendered, with interest
  • A valuation by someone who is no longer eligible under Reg 8(16) is a defect in the offer itself rather than a paperwork issue

Common questions

Who can value an open offer price now?

An independent registered valuer, from 3 January 2026. The earlier rule allowed an independent merchant banker other than the manager to the offer, or an independent chartered accountant in practice with at least ten years of experience.

What happens to a valuation that started before the change?

It has nine months from 3 January 2026 to complete, so the transition runs out in early October 2026. After that the registered valuer requirement applies without exception.

Last verified 2026-09-01. Confirm against the official source before you rely on it.