sebi:MC/CB/2019-20/1-6
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Provisions invoked
- s. 11
- s. 15H
- s. 15I
- s. 15J
- s. 2(26)
- s. 4A
- s. 67(3)
- s. 67
- s. 203
- s. 73(2)
Regulations
- Reg. 111(1)
- Reg. 111(2)
Parties
- En Aromatic & Petro Chemicals Limited (Noticee 1, formerly Vamshi Chemicals Ltd.)
- Mr. Kishan Pal Singh (Noticee 2)
- Mr. Chhote Lal Shukla (Noticee 3)
- Mr. Vishwa Bandhu Vashishtha (Noticee 4)
- Mr. Deenanath Maurya (Noticee 5)
- Mr. Mukesh Kumar Khare (Noticee 6)
Holding
The order addresses whether Noticee 1 (En Aromatic & Petro Chemicals Limited) and its directors violated DIP Guidelines read with ICDR Regulations by making a public issue of Redeemable Cumulative Preference Shares (RCPS) to more than 50 persons without compliance. The final disposition and penalty determination are not fully captured in the provided excerpts.
Full text
Adjudication Order in the matter of En Aromatic & Petro Chemicals Limited Page 2 of 23 requested SEBI to communicate any action taken against these companies including Vamshi Chemicals Ltd. for violation of provisions of SEBI Act. Meanwhile, SEBI also received news / information regarding a list of companies against which complaints were received for indulging in illegal fund raising.
Adjudication Order in the matter of En Aromatic & Petro Chemicals Limited Page 3 of 23 Subsequently, the undersigned was appointed as the Adjudicating Officer on May 10,
Adjudication Order in the matter of En Aromatic & Petro Chemicals Limited Page 4 of 23 debentures made to 50 persons or more would amount to public issue and not an issue of shares or debentures by private placement. “Companies Act, 1956 Construction of references to offering shares or debentures to the public, etc 67. (1) Any reference in this Act or in the articles of a company to offering shares or debentures to the public shall, subject to any provision to the contrary contained in this Act and subject also to the provisions of sub-sections (3) and (4), be construed as including a reference to offering them to any section of the public, whether selected as members or debenture-holders of the company concerned or as clients of the person issuing the prospectus or in any other manner. (2) ….. (3) No offer or invitation shall be treated as made to the public by virtue of sub-section (1) or sub-section (2), as the case may be, if the offer or invitation can properly be regarded, in all the circumstances – (a) as not being calculated to result, directly or indirectly, in the shares or debentures becoming available for subscription or purchase by persons other than those receiving the offer or invitation; or (b) otherwise as being a domestic concern of the persons making and receiving the offer or invitation. Provided that nothing contained in this sub-section shall apply in a case where the offer or invitation to subscribe for shares or debentures is made to fifty persons or m
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Source: SecMarx — sebi:MC/CB/2019-20/1-6. 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.