sebi:Order/KS/VC/2019-20/4546-4549
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Facts / Headnote
A penalty of Rs. 6,00,000 was imposed jointly and severally on the Noticees under Section 15HB of the SEBI Act for violations of the ICDR Regulations. The alleged violations of Section 12A of the SEBI Act and Regulations 3 and 4 of the PFUTP Regulations were not established.
Provisions invoked
- s. 15
- s. 19
- s. 12A
- s. 12
- s. 15H
- s. 27
- s. 293
- s. 15J
- s. 28A
- s. 27(1)
- s. 293(1)
- s. 29
- s. 2(60)
Regulations
- Reg. 11
- Reg. 2(c)
- Reg. 3
- Reg. 4
- Reg. 9
- Reg. 4(1)
- Reg. 4(2)
- Reg. 47
- Reg. 5
- Reg. 3(b)
- Reg. 10
- Reg. 57
- Reg. 60
- Reg. 55
- Reg. 57(1)
- Reg. 60(4)
- Reg. 60(4)(a)
- Reg. 2(b)
- Reg. 57(2)
- Reg. 3(c)(4)
Parties
- Ujaas Energy Limited
- Shri Shyam Sunder Mundra
- Shri Vikalp Mundra
- Shri Anurag Mundra
Holding
The Noticees violated Regulations 57(1), 57(2) and 60(4)(a) of the ICDR Regulations by failing to disclose, through newspaper publications, post-RHP ICDs amounting to Rs. 3.70 crores. The PFUTP and Section 12A allegations were not established, and no penalty was imposed under Section 15HA.
Full text
Page 2 of 38 2. Securities and Exchange Board of India (hereinafter referred to as 'SEBI') noticed large volatility in the market price of various scrips, which came out with IPOs during the period of 2011-12 and got listed on BSE/NSE, on the day of listing. On November 02, 2011, SEBI initiated investigation in 7 such cases of IPO including UEL, which were listed during the year 2011-12. At the same time, a complaint was also received against UEL alleging irregularities in the price movement on the listing day. Accordingly, SEBI conducted investigation in relations to the IPO as well as the trading activity in the scrip of UEL for the period of October 20, 2011 to October 31, 2011 (hereinafter referred to as ‘Investigation Period’/‘IP’).
Page 3 of 38 Market) Regulations, 2003 (hereinafter referred to as ‘PFUTP Regulations’); Regulations 57 (1) and 57 (2) (a) read with Clause 2 (VII) (G) and (XVI) (B) (2) of part A of schedule VIII and 60 (4) (a) of the SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2009 (hereinafter referred to as ‘ICDR Regulations’). In view of the above, adjudication proceedings were initiated against the Noticees under the provisions of Section 15HA and Section 15HB of the SEBI Act. APPOINTMENT OF ADJUDICATING OFFICER
Page 4 of 38 share. The book running lead manager (BRLM) to the issue was D & A Financial Services Pvt. Ltd. The bids for the IPO opened on September 28, 2011 and closed on October 05, 2011 and the issue price was 186/-. c. From the disclosures made by the Noticees in the prospectus, it is noted that the Company had received loans of 44.90 Crore via ICDs as on August 30, 2011. On the basis of bank accounts of the Company it is alleged that the company has received Rs. 57.60 Crore of loans and advances. Rs. 46.40 Crore via unsecured inter corporate deposits (hereafter referred to as “ICD”) raised during June 10, 2011 to August 30, 2011 and remaining Rs. 11.20 Crore via ICDs raised post August 30, 2011 during the pre-IPO phase. Thus, it is alleged that there was a difference of Rs. 12.70 crore in the actual money received by the Company as loan and that disclosed in the prospectus. Details are brought out in following Paras- d. It is alleged on the basis of the bank statements that an amount of Rs. 2.5 Crore was raised from Rich Gold Finance and Securities Ltd. on 06/08/2011 whereas the same was stated as Rs. 1.50 Crore in the prospectus, as part of loans of Rs. 44.90 crore. Thus a difference of Rs. 1 Crore was observed between amounts raised via ICDs as per prospectus vis-à-vis the bank statements of UEL. e. Also it is alleged that the Company had received loan amounting to 0.50 Crore from Shreeji Trading Company on 28/06/2011 which was not stated in the prospectus. f. The det
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