sebi:SO/PSD/2024-25/7729-31

SEBI · SEBI · 2024-08-20 · Ananth Narayan G and Kamlesh C Varshney, Whole Time Members

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Facts / Headnote

Settled - any proceedings that may be initiated for the stated violations are settled; SEBI shall not initiate enforcement action against the Applicants

Provisions invoked

• s. 19
• s. 15J

Regulations

• Reg. 25
• Reg. 28
• Reg. 3
• Reg. 2
• Reg. 23
• Reg. 3(1)
• Reg. 2(1)(g)(i)
• Reg. 2(n)

Parties

• Applicant No. 1
• Applicant No. 2

Holding

Any proceedings that may be initiated against the Applicants for the alleged violations of Sections 12A(d) & (e) of SEBI Act and Regulations 3(1) and 3(2) of PIT Regulations are settled under Section 15JB read with Section 19 and Regulation 23 of the Settlement Regulations, and SEBI shall not initiate enforcement action for the said violations.

Full text

2 2.2 On April 04, 2022 at 08:56 AM, before the market hours, HDFC Ltd. and HDFC Bank Ltd. made an announcement to the Exchanges about the Merger, wherein it was disclosed that HDFC Ltd. will merge into HDFC Bank Ltd.

3 violating Sections 12A(d) & (e) of SEBI Act and Regulation 3(1) and 3(2) of PIT Regulations. 3. Pursuant to the receipt of the application, the authorized representatives of the Applicants had a meeting with the Internal Committee of SEBI on August 13, 2024 wherein the details of the case were deliberated along with the terms of settlement. Thereafter, vide emails dated August 20, 2024 and August 21, 2024, the Applicants proposed revised settlement terms to settle any enforcement proceeding that may be initiated against it for the violations as stated above in paragraph 1.

4 ii. Passing of this Order is without prejudice to the right of SEBI under Regulation 28 and 31 of the Settlement Regulations to initiate appropriate action against the Applicants, if SEBI finds that: (a) any representation made by the Applicants in the present settlement proceedings is subsequently found to be untrue; (b) the Applicants have breached any of the clauses/ conditions of undertakings/ waivers filed during the present settlement proceedings; and (c) there was a discrepancy while arriving at the settlement terms.

Source: SecMarx — sebi:SO/PSD/2024-25/7729-31. 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.