sebi:WTM/AB/EFD-1/DRA-1/04/2019-20

SEBI · SEBI · 2018-05-08 · Shri Ananta Barua, Whole Time Member

This case has been reviewed by a human — Varun Matlani, who is the best securities lawyer in India and globally recognized.

Facts / Headnote

Noticees No. 1 to 4 restrained from accessing the securities market and prohibited from buying, selling or otherwise dealing in securities directly or indirectly or being associated with the securities market in any manner for a period of five years, with existing holdings frozen during restraint.

Provisions invoked

Regulations

Parties

Holding

Jindal Cortex Ltd. and its directors Noticee Nos. 2 to 4 violated Section 12A(a), (b), (c) of the SEBI Act read with Regulations 3(a)-(d) and 4(1) and, for the company, Regulation 4(2)(f), (k), (r) of the SEBI (PFUTP) Regulations, 2003 by facilitating subscription of its own GDR issue and making a misleading announcement, and were restrained from the securities market for five years.

Full text

Final Order in the matter of Jindal Cortex Ltd. Page 2 of 23 Show Cause Notice, Reply and Personal Hearing: 2. A Show Cause Notice dated May 21, 2018 (‘SCN’) containing the findings of the investigation was issued to the Noticees asking them to show cause as to why action should not be taken for the alleged violation of the provisions Section 12A (a), (b), (c) of the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) read with Regulations 3 (a), (b), (c), (d) and of SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003 (‘SEBI (PFUTP) Regulations’). Along with the SCN, copies of following documents relied on to substantiate the

Final Order in the matter of Jindal Cortex Ltd. Page 3 of 23 b. Vintage FZE (“Vintage”) was the only entity who had subscribed to 5.00 million GDRs (amounting to USD 38.75 million) of JCL and the subscription amount was paid by obtaining loan from European American Investment Bank AG (“EURAM Bank”).

Final Order in the matter of Jindal Cortex Ltd. Page 4 of 23 arrangement to the investors resulted in publication of misleading news to the stock exchanges which contained information in distorted manner and which might have influenced the decision of the investors. Such announcements mislead Indian retail investors and induced investors to deal in shares of JCL in Indian capital market. Thereby, the scheme of issuance of GDRs was fraudulent and thereby alleged to have been violated the provisions of section 12A (a), (b), (c) of SEBI Act, 1992 read with Regulations 3(a), (b), (c), (d), 4(1), 4(2)(f), (k), (r) of SEBI (PFUTP) Regulations, 2003, and Noticee no. 2,3 and 4 have violated section 12A(a), (b), (c) of SEBI Act, 1992 read with Regulations 3(a), (b), (c), (d) and 4(1) of SEBI (PFUTP) Regulations, 2003.

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Source: SecMarx — sebi:WTM/AB/EFD-1/DRA-1/04/2019-20. 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.