Open Offer Timeline: Every SEBI Deadline, in Order
The open offer timeline in India is a chain of deadlines counted in working days, and a working day here means a working day of SEBI, not of the exchanges. Chapter III of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, read in the consolidation last amended on 5 December 2025 (re-read on 5 October 2026, still the latest SEBI lists), sets each interval separately: there is no single statutory total, because the clock pauses whenever SEBI asks the manager to the offer for more information. This page walks the open offer timeline in the order the filings actually appear.
Definition
The open offer timeline
is the sequence of deadlines SEBI's Takeover Code fixes between a takeover being agreed and the money reaching shareholders: public announcement, detailed public statement within five working days, draft letter of offer, SEBI comments, a ten working day tendering period, and payment. Source: SEBI (SAST) Regulations, 2011.
What does the open offer timeline look like, step by step?
| Step | Deadline | Provision |
|---|---|---|
| Public announcement | On the date of agreeing to acquire, or for a voluntary offer the date the decision is taken | Reg. 13(1), 13(3) |
| Copy to SEBI and the target | Within one working day of the public announcement | Reg. 14(2) |
| Detailed public statement in the newspapers | Not later than five working days after the public announcement | Reg. 13(4) |
| Escrow funded | Not later than two working days before the detailed public statement | Reg. 17(1) |
| Earliest completion of the underlying deal, if 100% is in escrow | After twenty-one working days from the detailed public statement | Reg. 22(2) |
| Draft letter of offer filed with SEBI | Within five working days of the detailed public statement | Reg. 16(1) |
| SEBI comments | As expeditiously as possible, not later than fifteen working days | Reg. 16(4) |
| Identified date | Tenth working day before the tendering period starts | Reg. 2(1)(k) |
| Letter of offer dispatched | Within seven working days of SEBI's comments, or of the period expiring | Reg. 18(2) |
| Independent directors' recommendation published | At least two working days before the tendering period | Reg. 26(7) |
| Advertisement of the offer schedule | One working day before the tendering period | Reg. 18(7) |
| Tendering period | Starts not later than twelve working days from SEBI's comments, open for ten working days | Reg. 18(8) |
| Payment of consideration | Within ten working days of the last date of the tendering period | Reg. 18(10) |
| Post offer advertisement | Within five working days after the offer period | Reg. 18(12) |
Two of those rows carry conditions worth stating. SEBI's fifteen working days under Regulation 16(4) extend to the fifth working day after a satisfactory reply where the Board has sought clarifications or additional information, and if no comments are issued in the period it is deemed that SEBI has none. The detailed public statement deadline shifts for an indirect acquisition: the proviso to Regulation 13(4) counts five working days from the completion of the primary acquisition instead.
When can the acquirer complete the deal that triggered the offer?
Not before the offer period ends, as a rule. Regulation 22(1) bars the acquirer from completing the acquisition of shares, voting rights or control that triggered the open offer until the offer period expires. Regulation 22(2) is the way out: if the acquirer deposits in the escrow account the entire consideration payable assuming full acceptance, in cash or as an unconditional bank guarantee from a scheduled commercial bank rated AAA on its long-term debt, the parties may act on the agreement after twenty-one working days from the detailed public statement. That is why some deals close while their open offer is still running.
10 working days
Length of the tendering period in an Indian open offer, during which a tendered acceptance cannot be withdrawn
Source: SEBI (SAST) Regulations, 2011, Regulations 18(8) and 18(9), consolidation amended to 5 December 2025, read 5 October 2026
Where the timeline is published, and in which newspapers
The detailed public statement is not a website posting. Regulation 14(3) requires publication in all editions of one English national daily with wide circulation, one Hindi national daily with wide circulation, one regional language daily where the target's registered office is, and one regional language daily at the place of the stock exchange with the maximum trading volume in the target's shares over the preceding sixty trading days. Copies go simultaneously to SEBI through the manager, to every exchange where the shares are listed, and to the target, whose board must circulate it to its members.
The same newspaper set is then reused twice more. Regulation 18(7) requires an advertisement one working day before the tendering period announcing the schedule of activities, the status of statutory and other approvals, any unfulfilled conditions and their status, and the procedure for tendering. Regulation 18(12) requires a post offer advertisement within five working days after the offer period, reporting the aggregate shares tendered, the shares accepted and the date consideration was paid. The regulations give neither advertisement a name of its own.
Which dates define the offer period and the identified date?
The offer period is defined in Regulation 2(1)(p) as running from the date of the agreement requiring a public announcement, or the date of the public announcement as the case may be, until consideration is paid to accepting shareholders or the offer is withdrawn. That is the window in which most of the Takeover Code's standstills bite: the acquirer may not sell target shares under Regulation 25(4), the manager may not deal on own account under Regulation 27(6), and the target's board is restricted under Regulation 26.
The identified date is narrower. Regulation 2(1)(k) puts it on the tenth working day before the tendering period begins, purely to fix who is sent the letter of offer. Missing it costs a shareholder nothing: the second proviso to Regulation 18(2) preserves the right of "every person holding shares, regardless of whether he held shares on the identified date or has not received the letter of offer" to tender.
What can still change once the clock is running?
- The price and size, upward. Regulation 18(4) allows upward revisions until the last one working day before the tendering period, whether or not a competing offer exists. Any revision triggers a matching escrow top-up, a newspaper announcement and notice to SEBI, the exchanges and the target under Regulation 18(5). The price also revises automatically under Regulation 8(8) if the acquirer buys higher during the offer period; see the open offer price calculation.
- Disclosure of every purchase. Under Regulation 18(6) the acquirer must disclose each acquisition during the offer period to the exchanges and the target within 24 hours, and may neither buy nor sell from three working days before the tendering period until it expires.
- Withdrawal, in four narrow cases only. The grounds are in Regulation 23(1); see when an open offer can be withdrawn.
How to follow an open offer timeline in the filings
Each step above lands as a dated exchange filing, which is what makes a takeover one of the easier corporate events to track from the public record. The trail starts before the announcement, in the acquirer's SAST disclosures at 5 percent and every 2 percent change after, and ends in the shareholding pattern for the quarter in which the offer settled. In between, the escrow account tells you the offer was funded before the detailed public statement was published. Flock's filing week page lists the last seven days' notable SAST stake disclosures, insider trades and bulk deals as filed, each with its source and filing date.
Flock reads those filings from the exchange record and keeps each one dated and linked to its source. What the timeline of a particular offer implies is your call to make. This is not investment advice.
Frequently asked questions
How long does an open offer take in India?
The regulations fix the intervals rather than a total. The detailed public statement follows the public announcement within five working days, the draft letter of offer within five working days of that, SEBI comments within fifteen working days, the tendering period starts within twelve working days of those comments and stays open ten working days, and payment follows within ten working days. Source: SEBI (SAST) Regulations, 2011, Regulations 13, 16 and 18, consolidation amended to 5 December 2025.
What is the identified date in an open offer?
The date falling on the tenth working day prior to the commencement of the tendering period. It fixes which shareholders are sent the letter of offer. Anyone holding shares may still tender them even if they did not hold on the identified date and never received the letter, under the second proviso to Regulation 18(2). Source: SEBI (SAST) Regulations, 2011, Regulations 2(1)(k) and 18(2).
Can a shareholder withdraw shares tendered into an open offer?
No. Regulation 18(9) provides that shareholders who have tendered shares in acceptance of the open offer are not entitled to withdraw that acceptance during the tendering period. The tendering period itself runs for ten working days under Regulation 18(8). Source: SEBI (SAST) Regulations, 2011, Regulations 18(8) and 18(9).
What happens if the acquirer pays late?
Regulation 18(11A) requires interest at ten percent per annum for the period of delay to every shareholder whose shares were accepted. SEBI may waive it where the delay was not attributable to any act of the acquirer or was beyond its control, and the interest is without prejudice to action under Regulation 32. Source: SEBI (SAST) Regulations, 2011, Regulation 18(11A).
Flock tracks these filings, sourced, dated, and linked back to the original. See what smart-money entities disclosed, without the guesswork about what it means.
Disclosures shown are public regulatory filings. Data may be delayed or incomplete. Smart-money entities may no longer hold positions shown. Not investment advice.