sebi:PM/NR/2020-21/9444
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Facts / Headnote
Adjudication proceedings dropped/disposed of without decision on merits - cannot be proceeded with due to company being under liquidation
Provisions invoked
- s. 15
- s. 19
- s. 12A
- s. 15H
- s. 21
- s. 23
- s. 23E
- s. 279
- s. 446
- s. 391
Regulations
- Reg. 3(a)
Parties
- Tulsi Extrusions Ltd.
Holding
The adjudication proceedings initiated against Tulsi Extrusions Ltd. vide SCN dated October 4, 2017 cannot be proceeded with and the matter is accordingly disposed of.
Full text
Adjudication Order in respect of Tulsi Extrusions Ltd., Page 2 of 8 “Vintage”). It was observed that the subscription amount for the GDRs was paid by Vintage by obtaining loan from EURAM Bank, Austria by entering into Loan Agreement dated August 11, 2010 with EURAM Bank. It was further observed that Tulsi provided security towards the loan obtained by Vintage, through Pledge Agreement dated August 11, 2010 executed between Tulsi and EURAM Bank, wherein Tulsi pledged GDR proceeds against the loan availed by Vintage for subscribing to GDRs of Tulsi. The GDR issue would not have been subscribed had Tulsi not given security towards the loan taken by Vintage. The Company reported to the stock exchange on August 23, 2010 that "…… the Company has allotted 1,250,000 Global Depository Receipts (GDR) at USD 11.46 each underlying 12,500,000 equity shares of ₹10 (Rupees ten only) each at ₹54/- (Rupees fifty four only) each…" which made investors believe that the said GDR issue was genuinely subscribed. The arrangement of Pledge Agreement and Loan Agreement resulted in subscription of GDR issue of the company. The aforesaid arrangement was not disclosed and the company reported misleading news to the stock exchange, which contained information in a distorted manner and may have influenced decision of investors. Therefore, the scheme of issuance of GDRs was fraudulent. Accordingly, it was alleged that the Noticee has violated the provisions of Section 12A (a), (b), (c) of SEBI Act,1992 and
Adjudication Order in respect of Tulsi Extrusions Ltd., Page 3 of 8 any. This could have impact on the performance/ operations of the company and could have impacted the price of the scrip. In view of the above, it was alleged that the Company had violated the provisions of Section 21 of SCRA read with Clause 36(7) and Clause 50 of the Listing Agreement.
Adjudication Order in respect of Tulsi Extrusions Ltd., Page 4 of 8 approximately US$8.3 Million between September 27, 2010 and February 9, 2012.
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Source: SecMarx — sebi:PM/NR/2020-21/9444. 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.