Stamford Law Advising on the S$570 Million Reverse Takeover of SGX-listed GEMS TV Holdings Limited

Stamford Law is advising Dubai Multi Commodities Centre-based Ammalay Commoditiess JLT (Ammalay), in its S$570 million reverse take-over (RTO) of SGX-listed GEMS TV Holdings Limited (GEMS), which will be effected by way of a slump sale of Ammalay’s agricultural commodities trading business to GEMS – an unprecedented RTO structure in corporate Singapore.

Ammalay’s parent is Delhi-based REI Agro Limited (REI), India’s largest basmati rice producer by global market share, which is listed on both the Bombay Stock Exchange and National Stock Exchange of India with a market capitalisation in excess of INR5 billion. A successful completion of the RTO will result in the first RTO on the SGX-ST involving an Indian parent, marking REI’s foray into a third stock exchange in Asia.

Adding to the complexity of the unprecedented RTO structure are stringent taxation and foreign investment laws enforced by Indian regulators on Indian companies, the race against time to ensure GEMS, which is currently on the SGX-ST’s watch-list, continues to satisfy listing requirements imposed by the SGX-ST, as well as the amalgamation of cross border legal and bureaucratic considerations stemming from Singapore, India and the United Arab Emirates, respectively.

Leading the Stamford Law deal team are Directors, YAP Lian Seng and Elizabeth KONG.

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