sebi:WTM/GM/EFD/58/2017-18
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Facts / Headnote
Violation of regulation 11(2) of Takeover Regulations, 1997 held for acquisitions during December 2005 to October 2009 without public announcement; open offer not directed due to commencement of winding-up proceedings; 14 surviving noticees restrained from accessing/dealing in securities market for one year; proceedings against three deceased noticees abated.
Provisions invoked
- s. 81
- s. 32
- s. 536(2)
- s. 334(2)
- s. 13(2)
Regulations
- Reg. 44
- Reg. 11
- Reg. 11(1)
- Reg. 11(2)
- Reg. 32
- Reg. 35
Holding
The promoter-group noticees holding 55% or more but less than 75% in Classic Diamonds (India) Ltd. violated regulation 11(2) by acquiring additional shares without a public announcement, but no open offer was directed because winding-up proceedings had commenced; instead they were debarred from the securities market for one year, and proceedings against deceased noticees abated.
Full text
_____________________________________________________________________________ Order in the matter of Classic Diamonds (India) Ltd. Page 2 of 9 Stock Exchange and the National Stock Exchange. As per the quarterly shareholding pattern of CDL filed with BSE for the quarters ending September 30, 2005 to December 31, 2009, the Noticees have been disclosed as promoters and persons belonging to the promoter group.
_____________________________________________________________________________ Order in the matter of Classic Diamonds (India) Ltd. Page 3 of 9 Noticees were granted an opportunity of personal hearing on March 20, 2017. Mr. Kumar C Bhansali appeared for hearing and made submissions. He has filed written submissions vide letter dated March 24, 2017. The submissions are as under:
_____________________________________________________________________________ Order in the matter of Classic Diamonds (India) Ltd. Page 4 of 9 of CDL and Noticee No. 17 was disclosed as a person belonging to promoter group in the quarter ending March 2008. As per the quarterly shareholding pattern filed by CDL with the stock exchanges, they were together holding 55% or more but less than 75% shares or voting rights in CDL during the quarters ending September 30, 2005 to December 31, 2009. The shareholding pattern also shows that there were changes in shareholding of the promoters and promoter group entities from one quarter to another. The details of the acquisition of shares/voting rights of CDL by the Noticees and their shareholdings in the company are as follows: Change in shareholding of promoters and promoter group entities
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Source: SecMarx — sebi:WTM/GM/EFD/58/2017-18. 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.