sebi:Order/SM/PP/2018-19/2458-2490
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Provisions invoked
- s. 15
- s. 12A
- s. 15H
- s. 15J
Regulations
- Reg. 3
- Reg. 2
- Reg. 3(a)
- Reg. 3(b)
- Reg. 3(a)(b)(c)
- Reg. 77(1)
- Reg. 4
Parties
- STL (SMS Techsoft Ltd / Noticee no. 1)
- Noticee nos. 2 to 6 (directors of STL)
- Noticee nos. 5 to 33 (preferential allottees)
- Noticee no. 13
- Noticee no. 20
- Noticee no. 21
- Navinchandra Kanubhai Thakkar (Noticee no. 27)
- Pruthvi Himanshu Shah (Noticee no. 28)
- S Rajaganesh (Noticee no. 29)
Holding
The adjudicating officer held that Noticee no. 1 (STL) and its directors (Noticee nos. 2 to 6) violated Section 12A(a), (b), (c) of the SEBI Act read with Regulations 3(b), (c), (d), 4(2)(f), (r) of the PFUTP Regulations by making false/misleading statements in the Annual Reports and corporate disclosures, and are liable for penalty under Section 15HA. The order also finds Noticee nos. 5 to 33 liable under Regulation 77(1) of the ICDR Regulations for failing to pay consideration for preferentially allotted shares, and Noticee nos. 13 and 20 liable for price manipulation under PFUTP Regulations.
Full text
Page 2 of 38 27. Navinchandra Kanubhai Thakkar ADUPT1264A Noticee no. 27 28 Pruthvi Himanshu Shah DCAPS6011N Noticee no. 28 29 S Rajaganesh ALBPR2586E Noticee no. 29
Page 3 of 38 2. Vide the interim order, the aforementioned 38 persons/entities i.e STL and 37 persons/entities were also directed by SEBI to keep in an escrow account, jointly and severally, within 30 days of the date of the interim order, an amount of Rs 6,00,11,512/- that they have earned as ill-gotten profit during the period March 13, 2013 to October 18, 2013 and were also directed to keep any other amount that they have realized as sale proceeds of the shares allotted to them in the Preferential Allotment made by the Company on March 15, 2012.
Page 4 of 38 observed by SEBI that Noticee nos. 1 to 33 named above (hereinafter collectively referred to as ‘the Noticees’), prima facie, committed serious irregularities in the said preferential allotment of STL and also in respect of their subsequent trading/dealings in the shares of STL and therefore, have allegedly violated the provisions of Section 12A (a), (b) and (c) of the SEBI Act read with Regulations 3(a), (b), (c), (d), 4(1), 4(2) (a), (e), (f) and (r) of the PFUTP Regulations and Regulation 77(1) of the ICDR Regulations, as applicable. SEBI has, therefore, initiated adjudication proceedings against the Noticees under the provisions of Sections 15 HA and 15HB of the SEBI Act.
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Source: SecMarx — sebi:Order/SM/PP/2018-19/2458-2490. 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.