sebi:EAD/SR/SM/AO/79-85/2019-20/3444-3450

SEBI · SEBI · 2017-07-17 · Sangeeta Rathod, Adjudicating Officer

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Facts / Headnote

Violations upheld against all seven Noticees; penalties imposed under sections 15HA and 15HB of the SEBI Act, 1992 and sections 23A and 23E of the SCRA, 1956 (specific amounts per noticee not fully legible in the extracted text)

Provisions invoked

Regulations

Parties

Holding

The Adjudicating Officer held that Noticees 1-4 violated regulations 29(1) and 29(2) r/w 29(3) of SAST Regulations, 2011 for failure to disclose shareholding changes as deemed PACs; Noticee 4 violated regulations 13(2), 13(4) and 13(5) of PIT Regulations, 1992; Noticee 5 violated regulations 13(4A) and 29(2) r/w 29(3); Noticee 7 (FCGCL) violated clauses 31 and 54 of the Equity Listing Agreement r/w section 21 of SCRA, 1956 and regulations 12(1) and 12(3) of PIT Regulations, 1992.

Full text

Adjudication Order in respect of seven entities in the matter of Finalysis Credit & Guarantee Company Ltd Page 2 of 25 Sharad Ghadi (hereinafter referred to as Noticee 6) violated the provision of PIT Regulations, 1992 and Finalysis Credit & Guarantee Company Limited (hereinafter referred to as FCGCL / Noticee 7) violated the provision of PIT Regulations, 1992 and Securities Contracts (Regulations) Act, 1956 (hereinafter referred to as SCRA, 1956). All seven are collectively referred to as Noticees. APPOINTMENT OF ADJUDICATING OFFICER

Adjudication Order in respect of seven entities in the matter of Finalysis Credit & Guarantee Company Ltd Page 3 of 25 e. under the provisions of sections 23A and 23E of SCRA, 1956 and section 15HB of the SEBI Act, 1992, the alleged violations of section 21 of SCRA, 1956 r/w clause 31 and clause 54 of Equity Listing Agreement and regulations 12(1) and 12(3) r/w clause 1.2 of Part A of Schedule I of PIT Regulations, 1992 by Noticee 7.

Adjudication Order in respect of seven entities in the matter of Finalysis Credit & Guarantee Company Ltd Page 4 of 25 regulations 12(1) and 12(3) r/w clause 1.2 of Part A of Schedule I of PIT Regulations, 1992. iii) It is further alleged that the Noticee 7 had not submitted Annual Reports to BSE for the years 2013, 2014 and 2015 and failed to have functional website and therefore, violated clauses 31 and 54 of the Equity Listing Agreement r/w section 21 of the SCRA, 1956. iv) It is alleged that the Noticee 4 viz. Mr. Bipin Pushpasen Divecha have been appointed as the director of FCGCL on October 10, 2011. Prior to his appointment to the post of Director of FCGCL, on April 30, 2011, he had purchased / acquired 1,75,000 shares of FCGCL through off-market representing 3.18% of total shareholding of FCGCL. In terms of regulation 13(2) of PIT Regulations, 1992, the Noticee 4 was supposed to make required disclosure of his holding in FCGCL in prescribed Form B within two working days of October 10, 2011 (the day on which he was appointed as director of FCGCL). It is alleged that the Noticee 4 has failed to make a required disclosure under regulation 13(2) of PIT Regulations, 1992 to FCGCL and therefore, he is alleged to have violated the said provision of PIT Regulations, 1992. Further, Noticee 4 on April 23, 2012 acquired 14,616 shares of FCGCL through on-market and the value of the shares acquired was Rs.6,51,439.5/-. As, the change in shareholding of the Noticee 4 was more than

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Source: SecMarx — sebi:EAD/SR/SM/AO/79-85/2019-20/3444-3450. 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.