sebi:Order/GR/PU/2021-22/15542-15550
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Facts / Headnote
Violation of Regulation 13(2)(a) read with Regulation 3(2) of SAST Regulations, 2011 found against promoter-group Noticees for acquisition beyond prescribed threshold without public announcement/open offer; Noticee No.9 found not to have violated Regulation 29(2) read with Regulation 29(3) for pledge-invocation period.
Provisions invoked
- s. 15
- s. 19
- s. 15H
- s. 15J
- s. 15F
- s. 28A
Regulations
- Reg. 4
- Reg. 13
- Reg. 3
- Reg. 8
- Reg. 14
- Reg. 5
- Reg. 29
- Reg. 8(2)
- Reg. 29(2)
- Reg. 29(3)
- Reg. 2(1)(l)
- Reg. 29(4)
- Reg. 201
- Reg. 31(2)
- Reg. 3(2)
- Reg. 10(7)
- Reg. 10(1)(a)(i)
- Reg. 13(2)(a)
Parties
- Mr. Mahendra Kumar Agarwal / Agrawal
- Mahendra Kumar Agarwal & Sons HUF
- Bunny Investments & Finance Private Limited
- Mahendra Investment Advisors Pvt Ltd
- Jubilee Commercial & Trading Private Limited
- Dhruv Agarwal Benefit Trust
- Manish Agarwal Benefit Trust
- TCI Finance Ltd.
- Neera and Children Trust
Holding
The Adjudicating Officer held the promoter-group Noticees violated Regulation 13(2)(a) read with Regulation 3(2) of the SAST Regulations, 2011 by acquiring 5% or more in a financial year without making a public announcement/open offer, while Noticee No.9 did not violate Regulation 29(2) read with Regulation 29(3) as it was neither promoter nor part of promoter group at the time of invocation of pledge.
Full text
______________________________________________________________________________________ Adjudication Order in respect of Mr. Mahendra Kumar Agarwal and 8 others in the matter of Gati Limited Page 2 of 26
______________________________________________________________________________________ Adjudication Order in respect of Mr. Mahendra Kumar Agarwal and 8 others in the matter of Gati Limited Page 3 of 26 Regulation 13(2)(a) of the SAST Regulations, “Public Announcement” of such acquisitions/ purchases was required to be made by the Promoter Group prior to placement of the purchase order with the stock broker to acquire the shares of Target Company beyond the stipulated thresholds. However, the Noticees have failed in making “open offer” with respect to their acquisition of shares of the Company beyond the said prescribed limit and therefore, the Noticees are alleged to have violated the provisions of Regulation 13(2)(a) read with Regulation 3(2) of the SAST Regulations,
______________________________________________________________________________________ Adjudication Order in respect of Mr. Mahendra Kumar Agarwal and 8 others in the matter of Gati Limited Page 4 of 26
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Source: SecMarx — sebi:Order/GR/PU/2021-22/15542-15550. 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.