sebi:Order/SR/2021-22/14957/2

SEBI · SEBI · 2019-12-26 · Sangeeta Rathod, Adjudicating Officer

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Facts / Headnote

Penalty imposed

Provisions invoked

• s. 24
• s. 15A
• s. 15
• s. 32
• s. 15J
• s. 12A
• s. 31
• s. 30
• s. 23
• s. 14
• s. 238
• s. 32A
• s. 31(1)
• s. 133
• s. 16G(1)

Regulations

• Reg. 199
• Reg. 10
• Reg. 14
• Reg. 2(e)
• Reg. 51(1)
• Reg. 51(2)
• Reg. 35
• Reg. 58
• Reg. 55
• Reg. 57
• Reg. 53
• Reg. 4
• Reg. 54
• Reg. 6
• Reg. 40(9)
• Reg. 7(3)
• Reg. 51
• Reg. 13(3)
• Reg. 52(4)
• Reg. 50(2)

Parties

• Bhushan Steel Ltd. (now known as Tata BSL Ltd.)

Holding

The Noticee violated regulations 51(1), 51(2) r/w Part B of Schedule III (Clauses A1, A4, A9), 52(4), 52(5), 54(2), 57(1), and 13(3) of LODR Regulations, 2015 by failing to make required disclosures, and a monetary penalty of Rs. 2,00,000 was imposed under section 15A(b) of the SEBI Act, 1992.

Full text

Adjudication order in respect of Bhushan Steel Ltd. in the matter of Bhushan Steel Ltd (now known as Tata BSL Ltd.) Page 2 of 31 grounds to adjudicate upon the alleged violations, appointed Shri V.S. Sundaresan as Adjudicating Officer (in short AO), under section 15-I of The Securities and Exchange Board of India Act, 1992 (hereinafter referred to as the SEBI Act) r/w rule 3 of Securities and Exchange Board of India (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 (in short Adjudication Rules) to inquire into and adjudge, under section 15A(b) of the SEBI Act, the alleged violations of provisions of regulations 51(1), 51(2) r/w Part B of schedule III (clauses A1, A4, A9), 52(4), 52(5), 54(2), 57(1), 40(10) r/w 40(9), 7(3) and 13(3) of LODR Regulations. The said matter was transferred and undersigned was appointed AO, which was conveyed vide communique dated December 26,

Adjudication order in respect of Bhushan Steel Ltd. in the matter of Bhushan Steel Ltd (now known as Tata BSL Ltd.) Page 3 of 31  With respect to above, SEBI vide emails dated July 18, 2017, July 20, 2017, July 25, 2017, July 26, 2017, August 22, 2017, August 28, 2017, September 29, 2017, January 16, 2018, January 31, 2018, February 22, 2019, advised BSE to provide details as to whether the Noticee has complied with the LODR Regulations and specific period of non-compliances, if any. BSE vide emails dated July 18, 2017, July 19, 2017, July 25, 2017, July 27, 2017, September 01, 2017, October 04, 2017, January 29, 2018, February 07, 2018, February 26, 2019 replied in this regard. The Correspondence between SEBI and BSE is enclosed as Annexure-I to the SCN.  On the basis of details received from BSE, SEBI vide email dated November 02, 2018 sought clarification from the Noticee with respect to various non-compliances with LODR Regulations, as indicated by BSE. The Correspondence between SEBI and the Noticee is enclosed as Annexure-II to the SCN.  From the above, OD observed that the Noticee had not made disclosures as required under LODR Regulations in regard to abovesaid series of NCDs issued and listed by Noticee. Based on the observations, following are alleged: a. The Noticee has failed to promptly inform BSE of the default in payment of interest/principal in respect of various series of NCDs referred to at para 3. Thus, the Noticee has alleged to have violated Regulation

Adjudication order in respect of Bhushan Steel Ltd. in the matter of Bhushan Steel Ltd (now known as Tata BSL Ltd.) Page 4 of 31 a. The Noticee has not submitted to NSE, the compliance certificate as required under Regulation 40(10) r/w 40(9) of the LODR Regulations for the half year period ended March 2016, September 2016, March 2017, September 2017, March 2018, and September 2018. Thus, the Noticee has alleged to have violated Regulation 40(10) read with Regulation 40(9) of LODR Regulations. b. The Noticee has not submitted to NSE, the statement with respect to Investor Complaints as per Regulation 13(3) of the LODR Regulations for the quarters ended December 2015, March 2016, June 2016, September 2016, December 2016, March 2017, June 2017, September 2017, December 2017, March 2018, and June 2018; and submitted with the delay of 3 days to BSE for the quarter ended March 2016. Thus, the Noticee has alleged to have violated Regulation 13(3) of LODR Regulations. c. The Noticee has not submitted to NSE, the compliance certificate as required under Regulation 7(3) of LODR regulations for the half year period ended March 2016, September 2016, March 2017, September 2017, March 2018, and September 2018. Thus, the Noticee has alleged to have violated Regulation 7(3) of LODR Regulations.  In view of the above, it is alleged as under: Paragraph No. Alleged Violation 4.1 Regulation 51(1) of the LODR Regulations 4.2 Regulation 51(2) read with Part B of Schedule III (Clause A1, A4, A9)

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