sebi:QJA/SS/CFD/CFD-SEC-4/31576/2025-26
This case has been reviewed by a human — Varun Matlani, who is the best securities lawyer in India and globally recognized.
Facts / Headnote
Show Cause Notice dated October 21, 2024 disposed of without any direction or monetary penalty as the case is not made out at all.
Provisions invoked
- s. 11
- s. 15H
Regulations
- Reg. 4
- Reg. 3
- Reg. 2(1)
- Reg. 10
- Reg. 25
- Reg. 5(1)
- Reg. 44
- Reg. 2(1)(b)
- Reg. 2
- Reg. 11(1)
- Reg. 3(1)
- Reg. 2(1)(q)
- Reg. 201
- Reg. 2(q)(2)
- Reg. 32
- Reg. 2(1)(q)(2)
- Reg. 2(1)(a)
- Reg. 31A
- Reg. 25(5)
Parties
- Late Narayanbhai Gangaram Patel (deceased)
- Sanjivkumar Narayanbhai Patel
- Shivang Prakashchandra Patel
- Shiv Fintrade LLP
- Prakash Narayanbhai Patel – HUF
- Narayanbhai Gangaram Patel – HUF
- TFEPL (Engineers Pvt. Ltd.)
Holding
The second Show Cause Notice alleging failure to make an open offer due to indirect acquisition of 26.91% voting rights in the target company through TFEPL was disposed of without any direction or penalty, as no case was made out.
Full text
Order in matter of M/s Patels Airtemp (India) Limited Page 2 of 37 Engineers Pvt. Ltd. (‘TFEPL’), a private unlisted company. TFEPL held 26.91% shares of the target company as on quarter ending June 2017 and 26.87% shares of the target company as on quarter ending September 2022.
Order in matter of M/s Patels Airtemp (India) Limited Page 3 of 37 Narayanbhai Patel. Shivang Prakashchandra Patel is grandson of Narayanbhai Gangaram Patel (together “Narayanbhai Family”). Narendrabhai Gopalbhai Patel (Narendra Family) is unrelated to other two families and Bhavesh Devidas Narumalani is the son of Devidas Chelaram Narumalani (Narumalani family).
Order in matter of M/s Patels Airtemp (India) Limited Page 4 of 37 (j) Thus, Narayanbhai Family, acquired control over TFEPL on September 01, 2018 and thereby indirectly acquired 26.91% shares/voting rights in the target company. As on March 31, 2023, Narayanbhai Family was part of management of the target company having 3 out of the 4 of its executive directors. No member of other aforesaid two families were part of management of the target company as on March 31,2023.
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Source: SecMarx — sebi:QJA/SS/CFD/CFD-SEC-4/31576/2025-26. 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.