sebi:WTM/GM/EFD/DRAIII/50/2017-18
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Facts / Headnote
Noticees directed to refund money collected through offer and allotment of equity shares with 15% per annum interest within 90 days, along with market access restrictions and other directions
Provisions invoked
- s. 19
- s. 73
- s. 4A
- s. 67
- s. 73(2)
- s. 73(1)
- s. 60
- s. 56(1)
- s. 56(3)
Regulations
- Reg. 7
- Reg. 107
- Reg. 57
- Reg. 25
- Reg. 6
- Reg. 36
- Reg. 46
- Reg. 4(2)(d)
- Reg. 47
- Reg. 5
Parties
- MPA Agro Animal Projects Limited
- Mr. Pintu Sen
- Mr. Adhish Halder
- Mr. Tapan Pramanik
- Mr. Krishnadhan Das
- Mr. Surajit Paul
- Mr. Monoj Kumar Saha
Holding
The offer and issuance of equity shares by MPA Agro to 152 allottees on March 25, 2010 was a deemed public issue, and the Noticees contravened sections 56, 60 and 73 of the Companies Act, 1956 and the ICDR Regulations by mobilizing funds from the public without complying with applicable law. The Noticees were directed to refund the money collected with 15% per annum interest within 90 days, subject to market access restrictions until refund completion and for four years thereafter.
Full text
_____________________________________________________________________________ Order in the matter of MPA Agro Animal Projects Ltd. Page 2 of 9 provisions of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (ICDR Regulations). In view of this, the interim order, interalia, restrained the Noticees from mobilising funds from the public. The order also required them to show cause as to why direction to refund the money collected through the issue of equity shares to the public along with interest and other appropriate directions be not passed against them.
_____________________________________________________________________________ Order in the matter of MPA Agro Animal Projects Ltd. Page 3 of 9
_____________________________________________________________________________ Order in the matter of MPA Agro Animal Projects Ltd. Page 4 of 9 sections (3) and (4), be construed as including a reference to offering them to any section of the public, whether selected as members or debenture holders of the company concerned or as clients of the person issuing the prospectus or in any other manner. (2) Any reference in this Act or in the articles of a company to invitations to the public to subscribe for shares or debentures shall, subject as aforesaid, be construed as including a reference to invitations to subscribe for them extended to any section of the public, whether selected as members or debenture holders of the company concerned or as clients of the person issuing the prospectus or in any other manner. (3) No offer or invitation shall be treated as made to the public by virtue of subsection (1) or sub- section (2), as the case may be, if the offer or invitation can properly be regarded, in all the circumstances- (a) as not being calculated to result, directly or indirectly, in the shares or debentures becoming available for subscription or purchase by persons other than those receiving the offer or invitation; or (b) otherwise as being a domestic concern of the persons making and receiving the offer or invitation.
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Source: SecMarx — sebi:WTM/GM/EFD/DRAIII/50/2017-18. 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.