sebi:MO/18/IVD/10/03
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Facts / Headnote
Certificate of registration of M/s R & D Consultants Ltd. as Registrar to an Issue and Share Transfer Agent suspended for a period of four months, effective after 3 weeks from date of order
Provisions invoked
- s. 11
- s. 19
Regulations
- Reg. 7
- Reg. 13(2)
- Reg. 13
- Reg. 6
- Reg. 25
- Reg. 6(a)
Parties
- M/s R & D Consultants Ltd.
Holding
The certificate of registration of R&D Consultants Ltd. as Registrar to an Issue and Share Transfer Agent is suspended for four months for irregular allotment to promoters/directors in public category and for hand-delivery of allotment advice, share certificates and jumbo certificates to the company representatives instead of dispatch by registered post.
Full text
5. Subsequent to the said offer, the shares of HTL were listed on Pune Stock Exchange and Bangalore Stock Exchange and trading started on15th November,
Transfer Agents read with Rule 2(g) (i) of SEBI (Registrars to an Issue and Share Transfer Agents) Rules, 1993. (hereinafter called RTI Rules)
considered in the category of public, the offeror received subscription to the extent of about 22% from the public. If the applications of Sanjay Agarwal, Subodh Bhandari, N.S. Trivedi and Ketan Sheth were not to be considered in the category of public, the offeror received subscription to the extent of 10.17% from the public. 8.2 Further, R & D contended that there was no reason to conclude that the application by Shri Subodh Bhandari was in fact by one of the promoters of the HTL. It is pertinent to note that the company’s ‘promoter’ group (page 6 of offer document) comprised of: 1. Euro Offshore Investments Ltd. (formerly known as S. N. Investments Ltd.) 2. Dalhousie Securities Pvt. Ltd. 3. WAYS Inc. 4. Euro Discover Ltd. 5. Euro Allied Ltd. 6. Mr. Sanjay Agarwal 7. Mr. Rakesh Chandak. R&D submitted that there was no specific requirement prescribed to identify ‘promoter group’ for the purpose of rule 19(2) (b). Nobody can include /exclude any name in the ‘promoter group’ from the one which is mentioned in the offer document, such as above (i.e. page 6 of offer document) in the instant case. Rule 19(2)(b) of SC (R) Rules is a separate independent and stand – alone requirement. Further, that Mr. N.S. Trivedi and Mr. Ketan Sheth (though Directors in Offshores Investments Ltd.) were not promoters – they were not so described in offer document – and therefore their names were not to be considered in the “prom
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Source: SecMarx — sebi:MO/18/IVD/10/03. 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.