sebi:JS/DJ/20/2017
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Facts / Headnote
Penalty imposed on Noticee for failure to make disclosures
Provisions invoked
- s. 15A
- s. 15
- s. 15J
Regulations
- Reg. 4
- Reg. 13
- Reg. 3
- Reg. 10
- Reg. 13(1)
- Reg. 29(1)
- Reg. 29
- Reg. 7(1)
- Reg. 29(3)
- Reg. 10(1)(d)
Parties
- Judicious Consultants Pvt Ltd
Holding
The Noticee violated Regulation 13(1) of PIT Regulations, 1992 and Regulation 29(1) read with Regulation 29(3) of SAST Regulations, 2011 by failing to disclose acquisition of shares exceeding 5% in Nirav Commercials Limited, and a penalty of Rs. 5,00,000 was imposed under Section 15A(b) of the SEBI Act.
Full text
Adjudication Order in respect of Judicious Consultants Pvt Ltd in the matter of Nirav Commercials Limited Page 2 of 10 4. Consequent upon change in Adjudicating Officers, the instant matter was transferred to the present Adjudicating Officer vide order / communique dated June 27, 2017, to inquire into and adjudge under the provisions as mentioned in the original appointment of Adjudicating Officer.
Adjudication Order in respect of Judicious Consultants Pvt Ltd in the matter of Nirav Commercials Limited Page 3 of 10 As stated hereinabove and subsequent to acquisition of shares under the Scheme of Amalgamation we have not traded in the shares of Nirav Commercials so far. We have not made any gain or any advantage by reason of acquisition of more than 5% shareholding in Nirav Commercials.
Adjudication Order in respect of Judicious Consultants Pvt Ltd in the matter of Nirav Commercials Limited Page 4 of 10 instant case no transfer deed was executed by NASL in favour f JCPL for transferring the shares and the shares were transferred from NASL to JCPL by virtue of the Court order sanctioning the Scheme of Amalgamation. Please, therefore note that the instant case relates to indirect / passive acquisition of shares. d. Pursuant to amalgamation the shareholding of JCPL in NCL/Target Company stood increased beyond the threshold limit of 5% which is the subject matter of the present proceeding. The increase of shareholding and the updated shareholding of JCPL was already updated by the Target Company and the shareholding of JCPL was already updated by the Target Company and increase in JCPL’s shareholding was already in the public domain on account of publication of the shareholding of NCL for the quarter ended September 30, 2014. There was no deliberate default on part of JCPL in the present matter. e. Upon the Stock Exchanges having provided the information of increase in shareholding of JCPL in the Target Company the underlying purpose and intern of regulation was met and served, albeit non-compliance on our part. f. Subsequent to amalgamation JCPL, has not traded in any share of NCL/Target Company. JCPL has neither purchased nor sold any share in NCL/Target Company subsequent to amalgamation. The shares of the Target Company acquired by JCPL way back in 2014 are
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Source: SecMarx — sebi:JS/DJ/20/2017. 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.