sebi:WTM/MPB/EFD-1-DRA-IV/11/2017
Facts / Headnote
Directions issued: refund of Rs. 38.58 Lakhs with 15% interest, debarment from securities market for 4 years, asset inventory, and other prohibitions.
Provisions invoked
- s. 19
- s. 81
- s. 55A
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 67
- s. 56
- s. 73(2)
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 27(2)
- s. 56(1)
- s. 56(3)
- s. 56(4)
- s. 73(3)
Regulations
- Reg. 107
Parties
- M/s Jivan Sathi Dream Projects Limited
- Shri Mithun Chakraborty
- Shri Abhijit Khan
- Shri Nilanjan Dutta Chowdhury
- Shri Pradip Chakraborty
- Shri Biswajit Pramanik
- Shri Nitish Chandra Tarafdar
- Smt Shikha Chakraborty
- Shri Chiranjit Kundu
- M/s. Jivan Sathi Life Care Agencies Private Limited
- Smt Roshni Guha
Holding
JSDPL's offer of Redeemable Preference Shares to 362 investors was a deemed public issue under the first proviso to Section 67(3) of the Companies Act, 1956, and JSDPL and its directors violated Sections 56, 60, and 73 of that Act. JSDPL, along with directors Shri Mithun Chakraborty, Shri Pradip Chakraborty and Smt Roshni Guha, were directed to refund Rs. 38.58 Lakhs with 15% interest, and all Noticees were debarred from the securities market for 4 years.
Full text
Order in the matter of M/s Jivan Sathi Dream Projects Limited Page 2 of 22 3. On enquiry by SEBI, it was observed that JSDPL had made an offer of RPS in the year 2011-12 and 2012-13 (hereafter referred to as “Offer of RPS”) and raised an amount of Rs. 38.58 Lakhs during the financial years 2011-12, and 2012-13.
Order in the matter of M/s Jivan Sathi Dream Projects Limited Page 3 of 22 6. The above offer of RPS and pursuant allotment were deemed public issue of securities under the first proviso to Section 67(3) of the Companies Act, 1956. Accordingly, the resultant requirement under Section 60 read with Section 2(36), Section 56, Sections 73(1),(2) and (3) of the Companies Act, 1956 read with Section 27(2) of SEBI Act were not complied with by JSDPL in respect of the offer of RPS.
Order in the matter of M/s Jivan Sathi Dream Projects Limited Page 4 of 22 further directions; iv. JSDPL shall provide a full inventory of all its assets and properties; v. JSDPL’s abovementioned past and present Directors and Promoters, shall provide a full inventory of all their assets and properties; vi. JSDPL and its abovementioned present Directors and Promoters, shall not dispose of any of the properties or alienate or encumber any of the assets owned/acquired by that company through the Offer of Redeemable Preference Shares, without prior permission from SEBI; vii. JSDPL and its abovementioned present Directors and Promoters, shall not divert any funds raised from public at large through the Offer of Redeemable Preference Shares, which are kept in bank account(s) and/or in the custody of JSDPL; viii. JSDPL and its abovementioned past and present Directors and Promoters, shall furnish complete and relevant information (as sought by SEBI letter dated October 22, 2015), within 14 days from the date of receipt of this Order. ”
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Source: SecMarx — sebi:WTM/MPB/EFD-1-DRA-IV/11/2017. 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.