sebi:EAD/SR/PP/AO/64-70/2019-20/3271-3277

SEBI · SEBI · 2017-02-15 · Sangeeta Rathod, Adjudicating Officer

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Facts / Headnote

Violations established; penalty imposed

Provisions invoked

Regulations

Parties

Holding

The Noticees violated regulations 31(2) and 31(3) of the SAST Regulations, 2011 by failing to disclose the release of encumbered shares to BSE within seven working days, and a penalty of Rs. 7,00,000 was imposed jointly and severally under section 15A(b) of the SEBI Act, 1992.

Full text

Adjudication Order in respect of promoters in the matter of Sindhu Trade Links Limited Page 2 of 11 provisions of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (hereinafter referred to as SAST Regulations, 2011).

Adjudication Order in respect of promoters in the matter of Sindhu Trade Links Limited Page 3 of 11 that on November 18, 2014, the Noticees in total released the pledge of 1,22,84,754 shares of target company that were pledged with SBICAP. b. As per Regulations 31(2) and 31(3) of SAST Regulations, 2011, Noticees in the capacity of promoters of the target company were under an obligation to disclose the release of the encumbered shares to BSE and the target company within seven days of release of encumbered shares. BSE vide its e-mail dated October 07, 2015 informed SEBI that it had not received any disclosures under SAST Regulations, 2011 from the Noticees. In view of the above, it is alleged that the Noticees have failed to make the timely disclosures with regard to release of the encumbered shares as required under Regulation 31(2) and Regulation 31(3) of SEBI (SAST) Regulations, 2011 and therefore, violated the said provisions of SAST Regulations, 2011. The details of the shares that were released from encumbrance by the Noticees are as under. The alleged violations of the Noticees are summarily depicted in the following table: Table-I Sr. No. Promoter Name Date Type Quantity 1 Dev Suman Sindhu 18/11/2014 Release 29,08,840 2 Kulbir Singh 18/11/2014 Release 1,08,000 3 Paramitra Holdings Pvt Ltd 18/11/2014 Release 76,00,000 4 Parmeshwari Devi 18/11/2014 Release 5,73,300 5 Rajbir Singh 18/11/2014 Release 22,500 6 Rudra Sen Sindhu 18/11/2014 Release 9,97,114 7 Sindhu Farms Pvt

Adjudication Order in respect of promoters in the matter of Sindhu Trade Links Limited Page 4 of 11 April 21, 2017, previous AO being satisfied that Shri Pai is acquainted with facts and circumstances of the instant matter. The said examination of witness was carried out as scheduled and following was submitted by Shri Pai:  In response to an email query of SEBI dated October 06, 2015, via a reply email he confirmed to SEBI that, BSE has not received the disclosures under SAST Regulations 2011 from the persons mentioned in SEBI email.  On December 28, 2015 inward section of BSE received a letter dated December 17, 2015 signed by seven promoters enclosing disclosures in terms of regulation 31(2) of SAST Regulations, 2011 (copy submitted to AO during the examination), which was disseminated on the BSE website on December 29, 2015.  On perusal of letter dated December 17, 2015 signed by seven promoters, it appeared that said letter was sent to BSE in response of a notice issued by SEBI. The said letter claims that disclosures were sent through courier dated November 20, 2014 vide docket no. Z77073149 and was misplaced in transit. In fact the said courier was never received by BSE.

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Source: SecMarx — sebi:EAD/SR/PP/AO/64-70/2019-20/3271-3277. 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.