sebi:PB/AO-07-27/2012
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Facts / Headnote
Adjudication proceedings disposed of as infructuous; no penalty imposed.
Provisions invoked
- s. 15
- s. 15H
Regulations
- Reg. 4(2)
- Reg. 11(1)
Holding
The adjudication proceedings initiated against the Noticees on February 10, 2010 were held to be infructuous and could not be proceeded with, because the Whole Time Member's order dated January 28, 2010 that had directed initiation of adjudication was set aside by the Securities Appellate Tribunal on November 21, 2011.
Full text
Page 2 of 7 Mrs. Kanu Priya Somany AAMPS1485P PB/AO/21/2012 Mr. Raghu Hari Dalmia HUF AAEHR6029N PB/AO/22/2012 Mr. Mridu Hari Dalmia HUF
Page 3 of 7 2003. When the buy back scheme was announced, Mr. Raghu Hari Dalmia, Mrs. Padma Dalmia, Mr. Mridu Hari Dalmia, Mrs. Abha Dalmia, Ms. Sharmila Dalmia Parivar Trust, Mr. Gaurav Dalmia, Kanupriya Trust, Devanashi Trust, Aryamanhari Trust, Aanyapriya Trust, Raghu Hari Dalmia Parivar Trust, Ms. Vrinda Dalmia, Gautam Dalmia HUF, Vasumana Trust, Mrs. Kanu Priya Somany, Mr. Raghu Hari Dalmia HUF, Mr. Mridu Hari Dalmia HUF, Mridu Hari Dalmia Parivar Trust, Mrs. Ushadevi Jhunjhunwala, Ms. Rasalika Dalmia and Ms. Saudamini Dalmia (collectively referred to as “Acquirers/Noticees/Promoters”) were holding 44,64,770 equity shares representing 62.56 per cent of the paid up equity capital of OCL and they were in control of the company. The buy back was successful and the company bought back 11,83,708 equity shares as a result of which the percentage shareholding of the Noticees in OCL increased from 62.56 per cent to 75 per cent of the total paid up capital of OCL. With the said acquisition of 12.44% shares of OCL by Noticees pursuant to the buy back offer which was beyond the threshold limit of 5% specified under regulation 11(1) of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as “SAST Regulations”), it was alleged that Noticees failed to make public announcement of open offer in accordance with the provisions of regulation 11(1) of SAST Regulations and therefore, liable for monetary penalty un
Page 4 of 7 appointment of adjudicating officer for the alleged violation of regulation 11(1) of SAST Regulations against the Noticees. Consequent to the said order, the undersigned was appointed as Adjudicating Officer, vide order dated February 10, 2010, under section 15 I of the SEBI Act read with rule 3 of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 (hereinafter referred to as the ‘Rules’) to inquire into and adjudge under section 15H(ii) of the SEBI Act the alleged violation of the provisions of regulation 11(1) of SAST Regulations committed by the Noticees.
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Source: SecMarx — sebi:PB/AO-07-27/2012. 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.