Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... noticee is registered under the companies act, 1956 and incorporated in the year ..... such considering all aspects of the matter, i am of the view that a punishment of 'censure' will be adequate.6.1 taking into account all facts and circumstances of the case and in exercise of the powers conferred upon me under section 19 of sebi act, 1992 read with regulation 13 (4) of the sebi (procedure for holding enquiry by the enquiry officer and imposing penalty) regulations 2002, i hereby impose a minor penalty of 'censure' on m/s rolex finvest private limited. ..... securities and exchange board of india (prohibition of fraudulent and unfair trade practices relating to securities market) regulation, 1995 (hereinafter referred to as "pfutp regulations") read with securities and exchange board of india act, 1992 (hereinafter referred to as "sebi act") and the rules, bye-laws and regulations of bse.2.2 the enquiry officer after conducting the enquiry in terms of the enquiry regulations found that the noticee violated clauses (5) of part a of code of ..... connected to the company or its promoters.5.7 the enquiry officer also noted one of the submissions of the noticee to the effect that all the trades executed by it in the scrip of wml were for clients only and it is not clear as to how noticee has executed trades for its clients through a sub-broker in bse.accordingly he concluded that the noticee had acted as unregistered sub-broker, which is in violation of section 12 of sebi act, 1992.during the .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... , hereinafter referred to as grishma , is a company incorporated under the companies act, 1956 and is registered with the respondent as a stockbroker with effect from february 29, ..... jog singh, member the present appeal is preferred by five appellants against the impugned order dated july 31, 2013 passed by the respondent under sections 11(4) and 11b of the sebi act, 1992 read with regulation 11(1) of the securities and exchange board of india (prohibition of fraudulent and unfair trade practices relating to securities market) regulations, ..... the apprehension of the appellants in this regard is ill-founded inasmuch as the learned wtm, while exercising powers under section 11 and 11(b) of the sebi act, has categorically noted that no observation or finding in the impugned order shall influence the adjudicating or the inquiry officer, who should make an endeavor to finalize those ..... inquiry officer or an adjudicating officer is appointed as per law to conduct an enquiry into the alleged misconduct of a company or a market player, as the case may be, he or she acts as an independent, neutral and impartial umpire despite being on the rolls of the sebi. ..... zalas admitted gross annual income was in the range of rs.1 lac to rs.5 ..... sub-clause (6) of article 19 of the constitution lays down in clear terms that nothing in article 19(1)(g) shall affect the operation of any existing law insofar as it imposes reasonable restrictions on the exercise of such a right in the interest of general public. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... , allegations relating to section 77 of the companies act, 1956, allegations with respect to the judgment in the case of gammon india limited and allegations in respect of the fema guarantees regulations, made their first appearance in the impugned order and are ..... the 1993 scheme released from the domestic custodian bank in india, (e) ifcf and kii would then sell those underlying shares in the securities market in india (after the issuer companies inform concerned stock exchanges in india which in turn inform general public in india that gdrs issued have been fully subscribed by investors outside india) to entities such as alka, oudh, basmati and sv with which arun panchariya is connected. ..... on the basis of the impugned order for almost two days in the presence of the learned senior counsel for the appellants, who had even availed of an opportunity granted to him to meet out the contentions of the respondent made during the oral arguments by way of rejoinder arguments. ..... by fictitious entries in its accounts and disclosed the same in quarterly and annual accounts of the stock exchanges where the shares of the said company were listed. ..... capital of oudh as per oudhs annual return in 2009.7.basmatioudhand alka together ..... 29.9% of the capital as per annual return of basmati in 2009.8.svpanchariyas brother, ashok panchariya is the nominee for the demat account of sv.5.3.1 according to the fraudulent scheme perpetrated, panchariya arranges loans for the subscription to gdrs, subscribes .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... this is clear from the respondent's reply at pages 14 and 15 as reflected in the following words: " that from the above it is clear that the issuer company failed to make disclosures in compliance with the companies act, 1956/ sebi (dip) guidelines, 2000 and the draft offer document suffered from substantial deficiencies and misstatements. ..... in view of the respondent's clear submission that the appellant is at liberty to submit to the respondent fresh offer document meeting the requisite requirements, through any eligible merchant banker, now it is for the appellant to do so, to the satisfaction of the respondent.there is no prohibition on the appellant, submitting the fresh offer document through a lead manager of its choice ..... sub section (2), provides without prejudice to the generality of sub section (1) certain specific measures for the purpose ..... securities and exchange board of india act, 1992, was put in position to meet the long felt necessity of protecting the investors in securities from such wrongs for which remedy under the prevailing legal regime was found illusory and ineffective ..... it is the appellant who wants to raise money to meet the funding requirements for expansion of its business activities. ..... sebi communicates with various intermediaries on various issues as the facts of each case may necessitate to meet the requirements of the respondents". ..... was not the respondent's intention to ban the appellant raising funds from the public to meet its financial requirements. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... the terms of prospects, procured application after closure of the issue, had entered into tacit arrangement with the 28 applicants, had paid back the amount of their subscriptions in violation of section 73 and 77 of the companies act, 1956 and failed to meet the minimum subscription of 90% do not therefore survive." 5. ..... company were entrusted to the chairman and managing director, that the appellant was an ordinary director to assist the company and, therefore, he can not be held responsible and liable for violation of sections 56,59,60, 62 63,68, 69, and 73 in view of section 5 of the companies act ..... have taken care to inform the merchant banker, the respondent and other appropriate agencies and also published a notice about his disassociation with the company when there was no such requirement for an ordinary director to comply with either in the companies act or in the act or guidelines; that in any case the appellant could do nothing much as he was under threat from shri gandhi.4. ..... as claimed by him, for the reason that he himself had written to the respondent on 10.1.99 that due to personal reasons he resigned on and from 1.8.1995 and that his resignation was duly notified to the registrar of companies and to support this he had forwarded a certified copy of form no.32 filed with the registrar, there in the date of resignation is shown as 1.8.95 that further in his statement on oath made on 18.1.1999 before the ..... alleged irregularities and except the general allegations, mr. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... in terms of regulation 3(1)(c) preferential allotment made in pursuance of a resolution passed under section 81(1a) of the companies act, 1956 is out of the purview of regulations 10,11 and 12. ..... of these allottees who would be exercising 5% or more of the post issued capital and certain other information, in the notice of the general meeting called for the purpose of the preferential allotment. ..... in fact , while forwarding to the stock exchange the notice of the extra ordinary meeting of the share holders convened for seeking approval for the preferential allotment, the company had requested the exchange to display the notice on the notice board for information of the members of the exchange, as could be seen from the copy of the forwarding letter dated 2.1.1997 annexed to the appeal. ..... referring to shri sitaram sugar company's case cited by shri khambatta the learned representative submitted that in the same order the apex court had made it clear that the words expression "having regard" in the section "are not a fetter, they are not words of limitation, but of general guidance to make an estimate" she submitted that there is no reason to believe that the adjudicating officer had imposed the penalty without due regard to the factors mentioned ..... the expression is "not having regard only to" but "having regard to" these words are not a fetter, they are not words of limitation, but of general guidance to make an estimate. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... act 1992 read with sub regulation (6) of regulation 4 of the regulations for the reasons recorded hereinabove, i hereby grant exemption to the acquirer from the provisions of regulation 10 from making the public announcement for open offer to the shareholders of the target company in respect of then proposed indirect acquisition of 26% equity shares of the target company by the acquirer pursuant to the aforesaid stock and asset purchase agreement dated 16.10.2002 subject to the following conditions : (i) that a general meeting ..... acquired.regulation 2(2) all other expressions unless defined herein shall have the same meaning as have been assigned to them under the act or securities contracts (regulations) act 1956, or the companies act, 1956 or any statutory modification or re enactment thereto as the case may be.regulation 10 (acquisition of fifteen per cent or more of the shares or voting rights of any company) "no acquirer shall acquire shares or voting rights which (taken together with shares or voting rights, if any, held ..... have any impact whatsoever on the management or the conduct of the business and operations of snl.according to the annual report of snl for the financial year ended march 31, 2002, snl has been declared to be a sick industrial company within the meaning of clause (o) of the sub-section (1) of section 3 of the sick industrial companies (special provisions) act, 1985, as amended, ("sica") and a reference has been made to the board for industrial and financial .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... regulations under regulation 3(1)(c) for acquisition of 11.71% shares of the target company by way of preferential allotment.6.3.4 i have noted the contention of the acquirer, made during the hearing ,that the board of directors of the target company at their meeting held on june 13, 2002 had decided to convene general meeting for approving the aforesaid preferential allotment and convened agm of shareholders on july 31, 2002, when resolution was passed under section 81(1a) of the companies act, 1956 for approving the issue of shares under the proposed ..... submitting documents regarding sending of resolution to the stock exchanges.4.2 further, during the hearing, the acquirer inter alia submitted that the allotment of 7,15,900 equity shares constituting 11.71% shares of the equity capital of the target company on 29.10.2002 was pursuant to the shareholders approval given in annual general meeting held on july 31, 2002. ..... c) a notice was issued to the shareholders of the target company on july 2, 2002 for convening the annual general meeting on july 31`, 2002 . ..... b) letter dated june 13, 2002 sent to the mumbai stock exchange by the target company inter alia informing about the annual general meeting of the target company on july 31, 2002 and reissue of forfeited shares. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... 2 section 43 of the contract act, 1872 and table a, article 15 of the companies act, 1956.4.2 as noted above, the noticees have violated regulations ..... in this context, it is to be noted as held by the hon'ble supreme court, that proving every link of process in case of clandestine activities such as smuggling of goods may be impossible1 and that as per section 106 of the evidence act, such activities which are especially within the knowledge of the alleged offenders are not required to be proved by the enforcement agency if otherwise circumstantial evidence makes the larger picture clear. ..... .3.23 as regards whether the above conduct violates regulations 3 and/or 4 of the pfutp regulations, 1995, it is necessary to refer to the provisions [and to regulation 2(1)(c) which is required to understand regulation 3]: (c) "fraud" includes any of the following acts committed by a party to a contract, or with his connivance, or by his agent, with intent to deceive another party thereto or his agent, or to induce him to enter into the contract: (1) the suggestion, as to a fact, of that ..... on the same date, murali nair transfers the 10,00,000 shares back to bbl.various other parties also retransfer the unsold unlisted shares back to bbl, generally via the same route through which such shares had initially been transferred to them.3.8 as would be evident from the table, within three days of credit in bbl's demat account ..... transfer 50 lakh shares to dg goenka to meet the margin requirements of mr. .....
Tag this Judgment!Court : SEBI Securities and Exchange Board of India or Securities Appellate Tribunal SAT
..... access to such unpublished price sensitive information ; (h) person is deemed to be a connected person, if such person (i) is a company under the same management or group, or any subsidiary company thereof within the meaning of sub-section (1b) of section 370, or subsection (11) of section 372, of the companies act, 1956 (1 of 1956), or sub-clause (g) of section 2 of the monopolies and restrictive trade practices act, 1969 (54 of 1969) as the case may be; (ii) is an intermediary as specified in section 12 of the act, investment company, trustee company, asset management company or an employee or director thereof or an official of a stock exchange or of clearing house or corporation; (iii) is a merchant banker ..... kaul had access to the upsi by virtue of his directorship in ranbaxy, his attendance in the meetings of the audit committee as well as compensation committee of ranbaxy and frequent telephone calls to mr. ..... darius khambata, learned advocate general, appearing on behalf of the respondent board argued that the term price sensitive information as defined in the regulations is wide enough to include any information relating directly or indirectly to a company. ..... darius khambatta, advocate general on behalf of the board. ..... learned advocate general also referred to the judgment of the supreme court in the case of k. v. ..... learned advocate general also relied on the order of this tribunal in the case of dr. .....
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