sebi:WTM/MB/CFD/DCR/12284/2021-22

SEBI · SEBI · 1989-05-31 · Madhabi Puri Buch, Whole Time Member

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Facts / Headnote

Held AJPL and four Dubai based companies violated regulation 3(2) read with regulation 13(1) of Takeover Regulations and directed them to make public announcement/open offer; held MMR and AJPL violated regulation 25(1) read with regulation 25(5) and MMR violated regulation 3(d) of PFUTP Regulations; held Target Company violated MPS and disclosure norms and directed MPS compliance and escrow use; disposed show cause notice dated January 13, 2017 with immediate effect.

Provisions invoked

Regulations

Parties

Holding

The four Dubai based companies were PACs with AJPL/MMR for the January 15, 2014 preferential allotment which raised promoter/PAC holding from 38.9% to 91.7%, violating regulation 3(2) read with regulation 13(1), and MMR/AJPL violated regulation 25(1) read with regulation 25(5) and MMR violated PFUTP regulation 3(d), with Target Company violating MPS and disclosure norms, requiring open offer and MPS compliance.

Full text

Order in the matter of Atlas Jewellery India Limited Page 1 of 78 WTM/MB/CFD/DCR/12284/2021-22 BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA CORAM: MADHABI PURI BUCH, WHOLE TIME MEMBER FINAL ORDER

Order in the matter of Atlas Jewellery India Limited Page 2 of 78 Jewellery India Limited vide a fresh certificate dated August 30, 2013 issued by the Registrar of Companies, National Capital Territory of Delhi and Haryana. The Target Company belongs to Atlas Group. Atlas Group is a conglomerate having more than 49 jewellery outlets across Gulf region and India apart from having other business establishments in various sectors like construction, real estate, advertising, hospitality, entertainment etc. The shares of the Target Company are listed at BSE Limited.

Order in the matter of Atlas Jewellery India Limited Page 3 of 78 SHOW CAUSE NOTICE 5. Consequent to the completion of examination, a common Show Cause Notice (“SCN”) dated January 13, 2017 was issued to the Target Company, MMR, AJPL and the four Dubai based companies (collectively referred to as “Noticees”) in the extant matter.

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Source: SecMarx — sebi:WTM/MB/CFD/DCR/12284/2021-22. 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.