sebi:Order/SM/RG/2022-23/24208
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Facts / Headnote
Penalty imposed on Noticee for non-submission of bank details to Debenture Trustee
Provisions invoked
- s. 15
- s. 15H
- s. 15I
- s. 15J
- s. 28A
Regulations
- Reg. 8
Parties
- Bright Buildtech Pvt. Ltd.
Holding
The Noticee failed to comply with Clause 3.2 of Annexure A of SEBI Circular SEBI/HO/DDHS/CIR/P/103/2020 dated June 23, 2020 by not submitting bank details to the Debenture Trustee and not pre-authorizing the Debenture Trustee, and a monetary penalty of Rs. 1,00,000/- was imposed under Section 15HB of the SEBI Act.
Full text
Adjudication order in the matter of non-submission of bank details by Issuers to Debenture Trustees Page 2 of 8 (hereinafter referred to as “BSE”) and the Advisory Letter issued by SEBI on June 03, 2022. The SEBI Circular SEBI/HO/DDHS/CIR/P/103/2020 dated June 23, 2020 was superseded by SEBI Circular SEBI/HO/DDHS/P/CIR/2021/613 dated August 10, 2021.
Adjudication order in the matter of non-submission of bank details by Issuers to Debenture Trustees Page 3 of 8 As per Clause 3.2 of SEBI Circular SEBI/HO/DDHS/CIR/P/103/2020 dated June 23, 2020 read with Clause 4.1 of Chapter XI of SEBI Circular SEBI/HO/DDHS/P/CIR/2021/613 dated August 10, 2021, issuers are mandated to provide their bank details (from - which it proposes to pay the redemption amount) and pre-authorize Debenture Trustee(s) to seek debt redemption payment related information from the Issuer's bank. However, in the instant case it is observed that the Noticee had not complied with the aforesaid Clauses of aforementioned Circulars. In this regards, information was sought from the Debenture Trustee of the issuer (“Vistra ITCL Ltd.” in this case), wherein the Debenture Trustee vide its email dated 08 August, 2022 confirmed that the issuer had not submitted the bank details (from which, issuer proposes to pay the redemption amount) and also failed to pre authorize Debenture trustees to seek debt redemption payment related information from the Issuer's bank. Hence a delay of 820 days (22 August 2020 to 20 November 2022) has been observed. Also, BSE vide its emails dated 20.01.2021, 23.09.2021, 19.01.2022 and 25.01.2022 had sought the information on compliance of the aforesaid provisions by the Noticee, but did not elicit any response from the Noticee. Later, SEBI also issued the Advisory Letter on June 30, 2022 to the Noticee asking it to submit the required informa
Adjudication order in the matter of non-submission of bank details by Issuers to Debenture Trustees Page 4 of 8 D. CONSIDERATION OF ISSUES AND EVIDENCE
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