sebi:Order/KS/AA/2020-21/7528
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Facts / Headnote
Penalty imposed on Noticee for violation of disclosure obligations under SAST Regulations, 2011 and PIT Regulations, 1992 read with PIT Regulations, 2015
Provisions invoked
- s. 15A
- s. 15
- s. 15J
- s. 15F
- s. 28A
Regulations
- Reg. 7(1)
- Reg. 13(1)
- Reg. 29(3)
- Reg. 12
- Reg. 29(1)
Parties
- Viking Industries Private Limited
Holding
The Noticee violated Regulations 29(1) & 29(3) of the SAST Regulations, 2011 and Regulation 13(1) of the PIT Regulations, 1992 read with Regulation 12 of the PIT Regulations, 2015 by failing to make requisite disclosures when its shareholding in 20 Microns Ltd. crossed the 5% threshold. A penalty of Rs. 3,00,000 was imposed on the Noticee under Section 15A(b) of the SEBI Act.
Full text
Page 2 of 22 observed that the Noticee had violated the provisions of Regulations 29(1) & 29(3) of the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011 (hereinafter referred to as ‘SAST Regulations, 2011’) and Regulation 13(1) of SEBI (Prohibition of Insider Trading) Regulations, 1992 (hereinafter referred to as ‘PIT Regulations, 1992’) read with Regulation 12 of SEBI (Prohibition of Insider Trading) Regulations, 2015 (hereinafter referred to as ‘PIT Regulations, 2015’). In view of the same, SEBI initiated adjudication proceedings under Section 15A(b) of the SEBI Act, 1992 (hereinafter referred to as ‘SEBI Act’) for the above violations allegedly committed by the Noticee. APPOINTMENT OF ADJUDICATING OFFICER
Page 3 of 22 4. The details in respect of alleged violations by the Noticee are as given below: (a) SEBI received a reference from BSE regarding alleged disclosure violation by the Noticee in the scrip of 20 Microns. In view of same, the matter was taken up for investigation for, inter-alia, alleged disclosure violation. The period of investigation was from July 01, 2014 to October 31, 2015 (hereinafter referred to as Investigation Period’/’IP’). (b) For the purpose of investigation, an analysis was carried out on the transactions executed by the Noticee. From the analysis of Demat statement and trade details, it is observed that Noticee had executed on-market trades during the investigation period through the following brokers:
Page 4 of 22 referred to as ‘Arcadia’ and hereinafter collectively referred to as ‘Brokers’). Upon analysis of the transaction statements, SEBI observed that the shares of 20 Microns, which were bought on market by the Noticee, were held by the brokers. (d) In view of this, from the cumulative holding of the Noticee in its Demat Accounts as well as the shares held by the brokers on behalf of it, as on July 01, 2014, it was observed that the Noticee was holding 20,16,603 shares which amount to 5.96% of the total issued share capital of 20 Microns. This exceeded the threshold of 5% of the total share capital of the company. Details of the shareholding of Noticee 1 (Viking) as on July 01,2014 are as follows: DATE No of shares held - pre Acquisition % of share holding held - pre Acquisition Details of holding Net No of shares held - post purchase / % of share holding 12/05/2014
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Source: SecMarx — sebi:Order/KS/AA/2020-21/7528. 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.