sebi:Order/AN/RG/2023-24/30075

SEBI · SEBI · 2023-11-10 · Amar Navlani, Adjudicating Officer

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Facts / Headnote

Penalty imposed on the Noticee for violation of Regulation 167(6) of SEBI ICDR Regulations, 2018

Provisions invoked

Regulations

Parties

Holding

The Noticee violated Regulation 167(6) of SEBI ICDR Regulations, 2018 by not locking in the entire pre-preferential allotment shareholding of two allottees from February 11, 2021 to November 27, 2021, and is liable for a monetary penalty of Rs. 1,00,000 under Section 15HB of the SEBI Act, 1992.

Full text

Adjudication order in the matter of Power and Instrumentation (Gujarat) Limited Page 2 of 14 2. Whereas, the Competent Authority was prima facie of the view that there were sufficient grounds to adjudicate upon the alleged violation by the Noticee, as stated above and therefore, in exercise of the powers conferred under Section 19 read with Section 15-I of the SEBI Act, 1992 and Rule 3 of SEBI (Procedure for Holding Inquiry and Imposing Penalties) Rules, 1995 (“Adjudication Rules” / “AO Rules”), the Competent Authority appointed the undersigned as the Adjudicating Officer (“AO”) vide order dated November 10, 2023 to inquire into and adjudicate under Section 15HB of the SEBI Act, 1992, for the aforesaid alleged violation by the Noticee. The said proceedings of appointment were communicated to the undersigned vide Communique dated November 13, 2023.

Adjudication order in the matter of Power and Instrumentation (Gujarat) Limited Page 3 of 14 approval from NSE on April 20, 2021 and the company in May 2021 made allotment of 40,50,000 warrants at a price of Rs16.52/- per warrant (premium of Rs. 6.52/- per warrant), convertible into 40,50,000 equity shares of Rs. 10/- each. The Company also made allotment of 15,40,000 equity shares on May 04, 2021 at a price of Rs. 16.52/- per share (premium of Rs. 6.52/- per share), on preferential basis to select group of persons. However, out of total 15,40,000 shares allotted, the company received listing and trading approval for only 13,50,000 equity shares from NSE. NSE did not grant listing and trading approval for total 1,90,000 shares (1,50,000 shares allotted to Mr. Prxxxal Bhxxxri and 40,000 equity shares allotted to Ms. Naxxxni Agxxxal, both being public shareholders) owing to non- fulfilment of Regulation 167(6) of SEBI ICDR Regulations as both entities executed trades in their pre-preferential allotment shareholding of the company during April 15, 2021 to May 17, 2021.

Adjudication order in the matter of Power and Instrumentation (Gujarat) Limited Page 4 of 14 Average buy price was between Rs. 41 to Rs. 50. Average sell price was Rs. 52 to Rs. 58. However, the preferential issue price was 16.52/- which was decided in the month of February

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Source: SecMarx — sebi:Order/AN/RG/2023-24/30075. 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.