sebi:SBM-ASR/AO/EAD-3/21-25/2017
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Facts / Headnote
Violation established; penalty of Rs 7,00,000 imposed jointly and severally under Section 15H(ii) SEBI Act
Provisions invoked
- s. 15
- s. 15H
- s. 15J
Regulations
- Reg. 11
- Reg. 199
- Reg. 10
- Reg. 14
- Reg. 14(1)
- Reg. 11(1)
- Reg. 21(1)
- Reg. 11(2)
- Reg. 8(1)
- Reg. 35
- Reg. 35(2)
Parties
- Shri Kunal Savla
- Shri Pradeep Savla
- Ms. Nirmala Savla
- Shri Rajesh C Dedhia
- Vantage Corporate Services Limited
Holding
The Noticees, as promoter group/PACs of Hansu Controls Limited, violated Regulation 11(2) read with Regulation 14(1) of SAST Regulations, 1997 by Kunal Savla's off-market acquisition of 43,600 shares on November 28, 2002 taking collective holding from 72.17% to 77.01% without making a public announcement, and are jointly and severally liable to penalty of Rs 7,00,000 under Section 15H(ii) of SEBI Act.
Full text
Page 2 of 18 Gupta for making an open offer to acquire upto 1,80,100 fully paid-up equity shares representing 20% of the paid up capital of Hansu Controls Limited. (hereinafter referred to as ‘HCL / Company') observed certain instances of non-compliances by Shri Kunal Savla along with other persons/entities viz. Shri Pradeep Savla, Ms. Nirmala Savla, Shri Rajesh Dedhia and Vantage Corporate Services Limited with respect to the provisions of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as ‘SAST Regulations, 1997’) during the period November 2002 (hereinafter referred to as ‘the relevant period’). It was observed from the records/ material made available that Shri Kunal Savla, Shri Pradeep Savla, Ms. Nirmala Savla, Shri Rajesh C Dedhia and Vantage Corporate Services Limited were persons/entities forming part of the promoter/promoter group of HCL during the relevant period and therefore, they are hereinafter collectively referred to as ‘Noticees’ in the context of the present proceedings. Further, it was observed that all the Noticees were disclosed as ‘persons acting in concert’ (PACs) by HCL in its filings/disclosures made to OTCEI from time to time under the provisions of the SAST Regulations, 1997.
Page 3 of 18 3. The shares of HCL were listed on the Over-the-Counter Exchange of India (hereinafter referred to as "OTCEI") during the relevant period. The Letter of Offer dated June 12, 2008 has mentioned that the scrip of HCL was illiquid and infrequently traded on the stock exchange. Further, as per the information available on ( www.otcei.net), it was mentioned that the scrip of HCL was last traded on the OTCEI on July 23, 1999. The paid up capital of HCL during the relevant period was Rs. 90, 01,000 /- (represented by 9, 00,100 shares of Rs. 10/- each). As per the disclosures made by HCL to OTCEI in terms of Regulation 8(1) and 8(2) of the SAST Regulations, 1997, the shareholding of the Noticees in the Company as on March 31, 2002 is mentioned as under:
Page 4 of 18 adjudge under the provisions of Section 15H(ii) of the SEBI Act, the violation of the provisions of Regulation 11(2) read with Regulation 14 of the SAST Regulations, 1997 alleged to have been committed by the Noticees.
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Source: SecMarx — sebi:SBM-ASR/AO/EAD-3/21-25/2017. 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.