sebi:SEBI/WTM/SR/EFD-DRA1/22/03/2017
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Facts / Headnote
Show Cause Notice dated April 01, 2004 against Ms. Tanya Sek Sum and Mr. Michael VK Lo Tiap Kwong disposed without any directions; no further action
Provisions invoked
- s. 11
- s. 19
- s. 132
- s. 19(2)
Regulations
- Reg. 11
- Reg. 3
- Reg. 10
Parties
- Ms. Tanya Sek Sum
- Mr. Michael VK Lo Tiap Kwong
Holding
The Show Cause Notice dated April 01, 2004 against Ms. Tanya Sek Sum and Mr. Michael VK Lo Tiap Kwong, directors of Euro Offshore, was disposed without any directions. No further action is necessary against them.
Full text
Page 2 of 9 A. Shah, (xvii) Mr. Allen James Macmillan, (xviii) Mr. Russell H. Doekenkroger Jr., (xix) Mr. Shashank Ranade, (xx) Mr. Salil D. Gandhi, (xxi)Mr. Vijay Kumar Modi, (xxii) Ms. Tanya Sek Sum, (xxiii) Mr. Michael V K Lo Tiap Kwong and (xxiv) Ways India Limited.
Page 3 of 9 g) It was alleged that the transactions of the Promoters/Directors/key management personnel and related entities in the shares of HTL were instrumental in establishing artificial price and artificial volumes in the scrip with the intention to pledge those shares in the names of the promoters/directors and associate/connected companies of HTL with the banks in order to receive funds from those banks. 3.2 In view of the above, it is alleged that the Noticees nos. (i) to (xxiv) have contravened the provisions of Regulations 3, 4 (a), (b), (c) & (d) and 6 (a) of the SEBI (Prohibition of Fraudulent and Unfair Trade Practices Relating to Securities Market) Regulations, 1995 ("the PFUTP Regulations"). It was also alleged that the public shareholding in HTL was less than 25% as required under rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957 (“SCRR”)(In the SCN, the same is inadvertently mentioned as Section 19(2)(b) of Securities Contracts (Regulation) Act, 1956). The aforesaid Noticees were advised to show cause as to why action in terms of Regulation 11 of the PFUTP Regulations read with Section 11 and 11B of the Securities and Exchange Board of India Act, 1992 ("the SEBI Act") debarring them from accessing and dealing in the securities market for a period of 10 years should not be issued.
Page 4 of 9 to qualify for issuance of a tax residence certificate. As contained under the provisions of the Companies Act, our clients were the local non-executive directors of M/s Euro Discover Technology Ventures Limited (Euro Discover) which was formerly known as Euro Offshore Investments Limited. PMSL acted as the local company secretary only for the specific purposes of compliance with the local laws of Mauritius to lawfully incorporate a resident company in Mauritius. iii. PMSL offered the services of a management company to Euro Discover and was paid professional fees for the services rendered. As per the professional agreement, PMSL would provide for two local directors to Euro Discover, to enable Euro Discover to fulfil the mandatory requirements for its tax residence certificate. It was also agreed that PMSL would raise invoices towards the professional fees for management services. In addition to paying the professional fees, the promoters of Euro Discover undertook to indemnify and keep indemnified PMSL and its officers of any liability, financial or otherwise that may be fastened by reason of their acting as officers of Euro Discover. iv. Our clients state that the business and management of the day to day affairs of Euro Discover were never looked after by our clients. They were independently managed and looked after by the promoter group of Euro Discover. Our clients being the local directors were assured that the affairs of Euro Discover would be carried on i
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Source: SecMarx — sebi:SEBI/WTM/SR/EFD-DRA1/22/03/2017. 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.