sebi:Order/PM/PA/2021-22/13727

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

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Facts / Headnote

Violation found; penalty of Rs. 2,00,000 imposed under Section 15HB of SEBI Act, 1992

Provisions invoked

• s. 15
• s. 15H
• s. 15J

Regulations

• Reg. 12(1)
• Reg. 12
• Reg. 201

Parties

• A. Sridhar

Holding

The Noticee A. Sridhar, Compliance Officer from August 10, 2012 to March 09, 2013, violated Clauses 1.2, 3.2, 4.2, 5 and 6 of Schedule I, Part A of the Model Code under Regulation 12(1) of PIT Regulations, 1992 read with Regulation 12 of PIT Regulations, 2015, and was liable to a penalty of Rs. 2,00,000 under Section 15HB of the SEBI Act, 1992.

Full text

Adjudication Order in the matter of Palred Technologies Ltd. Page 2 of 12 Directors 01-Sep-2012 to 31-Mar-2014 Name Designation Date of Joining Date of Cessation 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 12 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 12 Company from March 09, 2013. The SCN further alleged that the adoption of Code of internal procedures and conduct for listed companies and other entities was made mandatory by SEBI under PIT Regulations, 1992 with effect from February 20, 2002. With regard to Code of Conduct, during the tenure of the Compliance Officer A. Sridhar, the Chairman and Managing Director of the Company (CMD) i.e. Late Mr. Palen Srikanth Reddy had purchased shares on January 24, 2013 during window closure period and had entered into opposite transactions on March 8, 2013 within a duration of six months. On account of periodic declarations filed with the Compliance Officer and Company Board, as well as the Stock Exchanges, it was concluded that the Compliance Officer and Company Board were aware of all transactions undertaken by the CMD of the Company. The trades by Mohan Krishna Reddy and Palem Reddy, which took place during the window closure period and opposite transactions by him within six months were in violation of the Code of Conduct. It was alleged that no penalty was levied against the CMD of the Company for contravention of Code of Conduct by the Compliance Officer under the overall supervision of the Board of the Company in terms of Clause 6 of Schedule I, Part A of Model Code of Conduct for Prevention of Insider Trading for Listed Companies under PIT Regulations, 1992 read with Regulations 12 of PIT Regulations, 20

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