sebi:EAD-2/AO/169/2013
Facts / Headnote
Penalty imposed on the Noticee for violation of disclosure requirements
Provisions invoked
- s. 15
- s. 15J
Regulations relied on
- SEBI (PIT) Regulations, 1992 — 13(1)
- SEBI (PIT) Regulations, 1992 — 13(3)
- SEBI (SAST) Regulations, 1997 — 7(1)
Parties
- Noticee
Holding
The Noticee violated Regulation 7(1) of the SAST Regulations and Regulation 13(1) read with 13(3) of the PIT Regulations by failing to make required disclosures upon acquisition/sale of shares of QSL, and a monetary penalty of Rs. 3,00,000 was imposed under Section 15A(b) of the SEBI Act.
Full text
Page 2 of 11 the shareholding decreased to 0.14% on October 10, 2011. The Noticee was required to make various disclosures for the acquisition and disposal of the shares of QSL in such percentages under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (herein after referred to as the “SAST Regulations”) and SEBI (Prohibition of Insider Trading) Regulations, 1992 (herein after referred to as the “PIT Regulations”). The Noticee allegedly failed to make the disclosures under Regulation 7(1) of the SAST Regulations and Regulation 13 (1) of the PIT Regulations, following its trading in the shares of QSL on October 13, 2010 and October 19, 2010 which resulted in the increase of its shareholding from 4.86% to 6.43% and 8.68% to 10.18% respectively. Further the change in Noticee’s shareholding exceeded 2% on several occasions after it crossed the limit of more than 5% holding in the share capital of QSL. The Noticee was required to make disclosures under Regulation 13 (3) of the PIT Regulations which also the Noticee failed to do.
Page 3 of 11 (hereinafter referred to as the ‘Adjudication Rules’) to inquire into and adjudge under section 15 A (b) of the SEBI Act, the alleged violation of the Noticee as above.
Page 4 of 11 intimation/disclosure was filed. The lapse if any was unintentional in view of the aforesaid disclosure. The Noticee further submits that it is neither “connected person” nor an “Insider” within the meaning of PIT Regulations and therefore the breach if any should be considered sympathetically. The Noticee has never defaulted before and after the period of the notice in any manner whatsoever which demonstrates that, the lapse, if any was unintentional and not wilful.
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Source: SecMarx — sebi:EAD-2/AO/169/2013. 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.