sebi:WTM/KV/EFD1/EFD1_DRA6/30556/2024-25
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Facts / Headnote
Directions issued vide the two interim orders dated July 31, 2015 and November 20, 2015 against Mr. S Sureshkumar revoked with immediate effect; interim orders disposed of qua him without any directions
Provisions invoked
- s. 11B
- s. 19
- s. 81
- s. 27
- s. 73
- s. 67
- s. 92
- s. 56
- s. 60
- s. 28
- s. 26
- s. 40
- s. 29A
- s. 33
- s. 36
Regulations
- Reg. 200
- Reg. 2
Parties
- Mr. S Sureshkumar
Holding
SEBI revoked the interim directions issued against Mr. S Sureshkumar in the Kerala Housing Finance Ltd. matter and exonerated him from the contraventions alleged in the interim orders, holding that the limited documents on record (MOAs, AOAs and shareholding details filed with ROC) were insufficient to establish him as a promoter of KHFL.
Full text
Order in the matter of Mr. S Sureshkumar, Kerala Housing Finance Ltd. Page 2 of 20 (hereinafter referred to as “SEBI Order”) passed by the Securities and Exchange Board of India (hereinafter referred to as “SEBI”).
Order in the matter of Mr. S Sureshkumar, Kerala Housing Finance Ltd. Page 3 of 20 Para 8: ……, we find that the impugned order cannot be sustained on account of gross violation of the principles of natural justice as the appellant was never served with the show cause notice. The impugned order was passed without giving an opportunity of hearing.
Order in the matter of Mr. S Sureshkumar, Kerala Housing Finance Ltd. Page 4 of 20 by the company to satisfy that, KHFL acted in compliance of the provisions sub-section (3) of section 67 of the Companies Act, 1956, to claim further that such offer and allotments were made on ‘private placement’. Supporting the allegation of public offer having been made by KHFL, reference was drawn to advertisement on the website of KHFL soliciting applications for its ‘Private Placement’. The first interim order also noted that in most of the instances, KHFL had not obtained specific approvals from its shareholders prior to the issue of shares, or where such approvals were taken, they were broad in nature and not indicative of issuance of securities being on ‘private placements’. Instances were also identified where instead of special resolutions, as required under sub-section (1A) of section 81 of the Companies Act, 1956, only ordinary resolutions were passed. All of such instances indicated that the issue of securities made by KHFL on several occasions were neither in order nor in compliance with the relevant provisions of law.
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Source: SecMarx — sebi:WTM/KV/EFD1/EFD1_DRA6/30556/2024-25. 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.