sebi:ASK/AO/01/2013
Facts / Headnote
Penalty imposed
Provisions invoked
- s. 15A
- s. 15
- s. 15J
Regulations relied on
- SEBI (SAST) Regulations, 1997 — 8(3)
Parties
- Zenith Capitals Ltd.
Holding
The Noticee violated regulation 8(3) of the SAST Regulations, 1997 for each of the 10 years from 2002 to 2011 by making delayed yearly disclosures, and is liable for a monetary penalty of Rs. 5,00,000 under section 15A(b) of the SEBI Act.
Full text
Adjudication order in respect of Zenith Capitals Ltd. Page 2 of 11 December 30, 2013 offer and alleged that the Noticee had violated regulation 8(3) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as “SAST Regulations, 1997”) for the years 2002 to 2011.
Adjudication order in respect of Zenith Capitals Ltd. Page 3 of 11 December 30, 2013 6. Vide letter dated September 18, 2013, Noticee requested for extension of two weeks' time for filing reply to the SCN. However, the Noticee did not file its reply to the SCN. In the interest of natural justice and in
Adjudication order in respect of Zenith Capitals Ltd. Page 4 of 11 December 30, 2013 • During the period from 2002-2011, there has been no change in the shareholding pattern of the company and has been no change in the control of the company. • During the period from 2002-2011, no trading was carried out in the stock market since the company was under suspension by BSE for trading. • There were only 72 public shareholders of the company. Indeed, none of the public shareholder offered any share in the open offer made in June/July 2013 @Rs. 54/- by the present promoters. • There was no investor complaint against the company for the quarter ended March 31, 2012. • The alleged violation is purely technical in nature as no loss, financial or economical can be assumed to have been caused to the investor on account of non-disclosure of shareholding by the erstwhile promoters. • No economic benefit has accrued to the company or its management. • Immediately on becoming aware of the non-compliances, the company has filed all the pending disclosures. • The new management undertakes to comply with 'in time' all statutory compliances as may be applicable in future. • The delay in complying with the SAST Regulations, 1997 was purely due to inadvertence and oversight. • Imposition of penalty will adversely affect the financial interests of the company as well as the present shareholders and whole efforts of new promoters, taken so far, will be totally vitiated. • It is requested to take a
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Source: SecMarx — sebi:ASK/AO/01/2013. 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.