sebi:Order/PM/AN/2021-22/12212-12213

SEBI · SEBI · 2016-06-02 · Prasanta Mahapatra, Adjudicating Officer

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Facts / Headnote

Show Cause Notices disposed of; Noticees not held liable

Provisions invoked

• s. 15
• s. 11(1)
• s. 12A
• s. 15G
• s. 15J

Regulations

• Reg. 3
• Reg. 3(i)
• Reg. 2(e)
• Reg. 12
• Reg. 201
• Reg. 2(h)
• Reg. 12A(d)
• Reg. 12A

Parties

• Umashankar S.
• Raja Lakshmi Srivaiguntam

Holding

The Noticees, Umashankar S. and Raja Lakshmi Srivaiguntam, have not violated Regulation 3(i) and 3(ii) of SEBI (Prohibition of Insider Trading) Regulations, 1992 and Section 12A(d) and 12A(e) of SEBI Act, 1992 read with regulation 12 of SEBI (Prohibition of Insider Trading) Regulations, 2015.

Full text

Adjudication Order in the matter of Palred Technologies Ltd. Page 2 of 16 Directors 01-Sep-2012 to 31-Mar-2014 Name Designation Date of Joining Date of Cessation Palem S. Reddy Chairman & Managing Director 24.12.1999 NA A. Mohan Krishna Reddy Non-Executive Independent Director 19.06.2009 NA T.R.Sivarama Krishnan Non-Executive Independent Director 06.02.2009 NA Edara Srinivas Prasad Non-Executive Independent Director 19.03.2009 NA Prof.Janat Shah Non-Executive Independent Director 12.11.2010 01.10.2013 K.V.Ramakrishna Nominee Director 11.10.2005 30.09.2013 P Soujanya Reddy Non-Executive Director 09.08.2011 13.10.2013 A.Sridhar Company Secretary and Compliance Officer 10.08.2012 09.03.2013 M. Raghuram 09.03.2013 NA

Adjudication Order in the matter of Palred Technologies Ltd. Page 3 of 16 APPOINTMENT OF ADJUDICATING OFFICER 4. Pursuant to the investigation, Shri Nagendra Parekh was appointed as Adjudicating Officer (hereinafter referred to as “AO”) SEBI Act read with Rule 3 of the SEBI (Procedure of Holding Inquire and Imposing Penalties by Adjudicating Officer) Rules, 1995, vide order dated June 02, 2016, to inquire into and adjudge against Umashankar S. (hereinafter referred to as “Noticee 1”) and Raja Lakshmi Srivaiguntam (hereinafter referred to as “Noticee 2”), in terms of Section 15G of SEBI Act, for the alleged violation of Regulation 3(i) and 3(ii) of PIT Regulations, 1992 and Section 12A(d) and 12A(e) of the SEBI Act read with Regulation 12 of SEBI (Prevention of Insider Trading) Regulations, 2015 (hereinafter referred to as "PIT Regulations 2015") by the Noticees. Subsequently, the matter of conducting Adjudication Proceedings in the matter of PTL was assigned to the undersigned and the undersigned was appointed as AO vide Order dated May 18, 2017. The appointment of the undersigned as AO was communicated vide communique dated August 02, 2017.

Adjudication Order in the matter of Palred Technologies Ltd. Page 4 of 16 share (‘UPSI-II’). As per the SCN, UPSI-I came into existence on September 18, 2012, when the non-disclosure agreement (‘NDA’) was executed between the buyers and the company, and continued till the decision of the slump sale of the business was announced by the Company on August 10, 2013. Therefore, the period of UPSI-I was considered to be September 18, 2012 to August 10, 2013 and the Company informed that the trading window closure period was from August 08, 2013 to August 13, 2103. Similarly, UPSI-II came into existence on September 12, 2013 (the day when decision to refund by capital reduction was first initiated) and continued till October 14, 2013 (the day when the Company informed BSE that the BoD at their meeting held on October 13, 2013 had approved the dividend of Rs. 29/- per share and reduction of capital to the extent of 50% of paid up capital by paying Rs. 29/- per share). Therefore, the UPSI-II period was September 12, 2013 to October 14, 2013 and the Company informed that the trading window closure period was from October 10, 2013 to October 15, 2013. The SCN alleged that the Noticee 1 was an employee of the Company between August 2007 to January 2010. The Noticee 1 was Vice President- Product Management and Marketing of the Company who headed a team of functional analysts that used to work on product features specs definition, support pre-sales efforts and corporate communications at P

Source: SecMarx — sebi:Order/PM/AN/2021-22/12212-12213. 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.