sebi:WTM/MB/SEBI/EFD-DRA4/4/2017
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Facts / Headnote
GAL and its past and present directors Mr. Tushar Sur, Mr. Joydip Mukhopadhyay, Mr. Bablu Saha and Mr. Samir Kumar Mukherjee directed to forthwith refund money collected through NCDs with interest at 15% per annum compounded at half yearly intervals and restrained from securities market till expiry of 4 years from completion of refunds; Goldmine Debenture Trust and Smt. Sujata Saha restrained from securities market and from acting as debenture trustee for 4 years.
Provisions invoked
- s. 11B
- s. 19
- s. 12(1)
- s. 55A
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 67
- s. 117B
- s. 73(2)
- s. 433
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 27(2)
- s. 56(1)
- s. 117C
Regulations
- Reg. 7
- Reg. 6
- Reg. 9
- Reg. 17
- Reg. 12
- Reg. 8
- Reg. 15
- Reg. 14
- Reg. 4(4)
- Reg. 2(e)
- Reg. 4(2)(a)
- Reg. 19
- Reg. 26
- Reg. 107
- Reg. 4(2)(b)
- Reg. 4(2)(d)
- Reg. 4(2)(c)
- Reg. 5(2)(b)
Parties
- GAL
- Shri Tushar Sur
- Shri Bablu Saha
- Shri Joydip Mukhopadhyay
- Shri Samir Kumar Mukherjee
- Goldmine Debenture Trust (represented by Smt. Sujata Saha)
- Smt. Sujata Saha
Holding
GAL's offer and allotment of NCDs raising Rs. 35.62 crores in 2009-10 to 2011-12 was a deemed public issue violating sections 56(1), 56(3), 2(36) read with 60, 73(1), 73(2), 73(3), 117B and 117C of the Companies Act, 1956 and ILDS Regulations, and its unregistered debenture trustee violated section 12(1) SEBI Act; GAL with directors Mr. Tushar Sur, Mr. Joydip Mukhopadhyay, Mr. Bablu Saha and Mr. Samir Kumar Mukherjee are jointly and severally liable to refund with 15% interest and are restrained from the securities market.
Full text
Page 2 of 24 3. On enquiry by SEBI, it was observed that GALhad made an offer of NCDs with varying interest rates and raised an amount of `35.62 Crores during the Financial Years 2009–10, 2010–11 and 2011–12.
Page 3 of 24 GAL offered NCDs with varying periods of redemption and different interest rates as shown below in respect of different amounts under different schemes under different series.
Page 4 of 24 Plan Redemption period Rate of interest (per year) E 3 years 13% 5 years 14% 10 years 15% GAL created a charge of `10 Crores on April 15, 2009 and appointed Goldmine Debenture Trust (represented by Smt. Sujata Saha), as Debenture Trustee for the Offer of NCDs by the company. The aforementioned amount of `10 Crores was further increased to ` 20 Crores on May 12, 2010. Goldmine Debenture Trust (represented by Smt. Sujata Saha) was not registered as debenture trustee for the Offer of NCDs by the company.
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Source: SecMarx — sebi:WTM/MB/SEBI/EFD-DRA4/4/2017. 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.