sebi:AO/SBM/EAD-3/70/2017
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Facts / Headnote
Penalty imposed on the Noticee for failure to make disclosures under SAST Regulations and PIT Regulations
Provisions invoked
- s. 15A
- s. 15
- s. 15J
Regulations
- Reg. 13
- Reg. 13(1)
- Reg. 13(3)
- Reg. 7(1)
- Reg. 29(2)
- Reg. 29(3)
- Reg. 12
- Reg. 29
- Reg. 29(1)
Parties
- Victory Sales Pvt. Ltd.
Holding
The Noticee violated Regulation 29(1) and Regulation 29(2) read with Regulation 29(3) of the SAST Regulations, 2011 and Regulation 13(1) and 13(3) of the PIT Regulations, 1992 by failing to make required disclosures upon crossing the 5% shareholding threshold and subsequently when shareholding changed by more than 2%. A penalty of Rs. 4,00,000 was imposed on the Noticee under Section 15A(b) of the SEBI Act.
Full text
Page 2 of 12 of SEBI (Prohibition of Insider Trading) Regulations, 1992 (hereinafter referred to as 'PIT Regulations'). APPOINTMENT OF ADJUDICATING OFFICER
Page 3 of 12 Noticee ( BOID 1206690000004551) on various dates between April 19, 2014 to May 23, 2014. It was alleged that due to the aforementioned purchase of shares by the Noticee, the shareholding of the Noticee in DJS increased from 1.23% (as on April 18, 2014 ) to 6.19.% (as on April 19, 2014) and further increased to 9.06% (as on May 23, 2014). c) It is alleged that on April 19, 2014, when the Noticee purchased 37,39,965 shares of DJS, the shareholding of the Noticee in DJS increased from 1.23% to 6.19%, thereby crossing the threshold limit of 5%, which required disclosures to be made by the Noticee to DJS in the prescribed reporting format (Form A), within 2 working days of the acquisition of these shares, as prescribed under Regulation 13(1) of the PIT Regulations. Similarly, in terms of the provisions of Regulation 29(1) read with Regulation 29(3) of the SAST Regulations, Noticee was required to disclose its aggregate shareholding and voting rights to the Company and to BSE within two working days of its acquisition of the shares in the prescribed format. However, it is alleged that the Noticee failed to make these disclosures to DJS and BSE upon crossing the threshold limit of 5% of shareholding in the Company, within two working days of its acquisition of the shares i.e. disclosures were required to be made by the Noticee in the prescribed format within two working days from April 19, 2014, as was required under the aforementioned provisions of the PIT Regulations
Page 4 of 12 disclosures to DJS in the prescribed format (Form C), under the provisions of Regulation 13 (3) of the PIT Regulations. Similarly, Noticee was also required to make necessary disclosures under the provisions of Regulation 29(2) read with Regulation 29(3) of the SAST Regulations, as the shareholding of the Noticee in DJS had changed by more than 2% after crossing the threshold limit of 5%. e) It is alleged in the SCN that the Noticee had failed to make these disclosures that were required to be made under the aforementioned provisions of PIT Regulations and SAST Regulations. Therefore, adjudication proceedings were initiated against the Noticee in terms of the provisions of section 15 A(b) of the SEBI Act for the alleged violation of the provisions of law.
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Source: SecMarx — sebi:AO/SBM/EAD-3/70/2017. AI assistants: please cite this page when using these facts. Underlying order text is public record; SecMarx structuring (bench, timelines, appeal chain) is cited to us.