sebi:BM/AO-59/2010
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Facts / Headnote
Penalty imposed on the Noticee for violation of Regulation 7(1A) of SAST Regulations
Provisions invoked
- s. 15A
- s. 15
- s. 15I
- s. 15J
Regulations
- Reg. 7
- Reg. 11
- Reg. 7(3)
Parties
- Mr. Vinod Kumar Bajaj
Holding
The Noticee, Mr. Vinod Kumar Bajaj, violated Regulation 7(1A) of the SAST Regulations by failing to disclose off-market transfers of shares aggregating more than 2% of the share capital to the stock exchange within two days of the transfer. A penalty of Rs. 85,000 was imposed under Section 15A(b) of the SEBI Act.
Full text
Page 2 of 11 3. As per the aforesaid draft offer document the acquirer entered into Share Purchase Agreement (hereinafter referred to as SPA) dated April 22, 2009 with the promoters of the Target Company viz: Mr. Vinod Kumar Bajaj (hereinafter referred to as ‘Noticee’), Mr. Hargovind Bajaj, Ms. Gayatridevi Bajaj, Mr. Rohit Bajaj, Ms. Bina Bajaj, Mr. Sunil Bajaj, Ms. Kumkum Bajaj, Mr. Lav Bajaj, Mr. Kush Bajaj, Mr. Vedant Bajaj, Mr. Varun Bajaj, Ms. Shakuntala Bajaj, Mr. Ashish Bajaj and Ms. Aishwariya Bajaj (hereinafter referred to as ‘ the promoters’) to acquire 60,000 fully paid up equity shares/voting rights and management control of the Target Company at a price of Rs. 10 per equity share aggregating of Rs.6,00,000/- payable in cash. The aforesaid agreement to acquire shares and consequential change in control and management of the target company triggered the open offer for which the aforesaid offer document was filed.
Page 3 of 11 ‘Rules’) to inquire into and adjudge under Section 15A (b) of the SEBI Act for the alleged violation of Regulations 7(1A) of SAST Regulations committed by the Noticee.
Page 4 of 11 During the relevant period there has not been any reduction in promoters overall holding in the company. The shares of the company during the relevant period were also infrequently traded at the exchange and in that scenario also, there was no reason to have any adverse impact either on the investor or on the shareholders in any manner, you will further appreciate that there was no intentional violation/ contravention of the provisions of Regulation 7(1A) at our end and we request you for not to make us liable to be punished for any penalty U/s 15A(b) of SEBI Act, 1992.
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Source: SecMarx — sebi:BM/AO-59/2010. 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.