sebi:WTM/AB/IVD/ID4/10994/2020-21
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Facts / Headnote
Findings of violation recorded against Noticees; BPSL (Noticee No. 1) proceedings disposed of due to winding up; Noticees No. 4 and 5 (Independent Directors) restrained from securities market for 1 year; Noticee No. 3 restrained for 1 year; SCN against Noticee No. 6 disposed of per para 47 findings.
Provisions invoked
- s. 19
- s. 12A
- s. 27
- s. 73
- s. 73(2)
- s. 376
- s. 149(12)
- s. 24(1)
- s. 177(4)
Regulations
- Reg. 4
- Reg. 3
- Reg. 2(c)
- Reg. 3(a)
- Reg. 201
- Reg. 25(5)
Parties
- Birla Power Solutions Limited (Noticee No. 1)
- Mr. P.V.R. Murthy (Noticee No. 2)
- Mr. N. Nagesh (Noticee No. 3)
- Mr. Rajesh V. Shah (Noticee No. 4)
- Mr. Upkar Singh Kohli (Noticee No. 5)
- Mr. Yashovardhan Birla (Noticee No. 6)
Holding
The Noticees were found to have violated Section 12A(a), (b) & (c) of the SEBI Act read with Regulations 3(a)-(d) and 4(1) of the PFUTP Regulations by participating in a fraudulent GDR issuance scheme in which GDR proceeds were pledged as security for loans taken by the sole subscriber Vintage FZE. Independent Directors (Noticees No. 4 and 5) and Noticee No. 3 were restrained from accessing the securities market for 1 year.
Full text
Final Order in the matter of Birla Power Solutions Limited Page 1 of 60 WTM/AB/IVD/ID4/10994/2020-21 SECURITIES AND EXCHANGE BOARD OF INDIA FINAL ORDER
Final Order in the matter of Birla Power Solutions Limited Page 2 of 60 as ‘PFUTP Regulations’) by Birla Power Solutions Limited (hereinafter referred to as “the Company” or “BPSL”) and violations of Section 12A(a), (b) & (c) of SEBI Act, 1992 read with Regulations 3(a), (b), (c) & (d) and 4(1) of PFUTP Regulations, 2003 by Noticee No. 2 to 6. The Noticees were called upon to show cause as to why suitable
Final Order in the matter of Birla Power Solutions Limited Page 3 of 60 period January 01, 2010 to February 28, 2010 and June 01, 2010 to July 31, 2010 (hereinafter also referred to as ‘investigation period’) to ascertain whether shares underlying GDRs were issued with proper consideration and whether appropriate disclosures, if any, were made by Noticee no. 1. The details of the said GDR issues are tabulated as below: GDR issue date No. of GDRs issued (mn.) Capital raised (USD mn.) Local custodian No. of equity shares underlying GDRs Global Depository Bank Lead Manager Bank where GDR proceeds deposited GDRs listed on 27 Jan, 2010 5.85 (at USD 3.42 per GDR) 20.01 HSBC Mumbai
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Source: SecMarx — sebi:WTM/AB/IVD/ID4/10994/2020-21. 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.