sebi:WTM/MPB/EFD-1-DRA-IV/131/2018
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Facts / Headnote
LCIIL and directors Mr. Pralay Kumar Saw, Mr. Sanjoy Kumar Maiti, Mr. Sujit Mitra, Mr. Partha Pratim Ghosh and Mr. Ramprasad Sarkar directed jointly and severally to refund Rs. 4,49,99,874 collected via Offer of NCDs with 15% p.a. interest from eighth day of collection, with asset disclosure, escrow, public notice and CA-certified compliance, restrained from securities market for 4 years from completion of refunds; Life Care Debenture Trust and Ms. Paromita Mondal restrained for 4 years; recovery under section 28A of SEBI Act on default.
Provisions invoked
- s. 19
- s. 12(1)
- s. 55A
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 67
- s. 117B
- s. 56
- s. 73(2)
- s. 67(1)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 27(2)
- s. 56(1)
- s. 117C
- s. 56(3)
- s. 67(2)
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
- M/s Life Care Infrastructure India Limited (LCIIL)
- Mr. Pralay Kumar Saw
- Mr. Sanjoy Kumar Maiti
- Mr. Sujit Mitra
- Mr. Partha Pratim Ghosh
- Mr. Ramprasad Sarkar
- Life Care Debenture Trust
- Ms. Paromita Mondal
Holding
SEBI held LCIIL's Offer of NCDs to 4,798 allottees raising Rs. 4,49,99,874 in 2010-2011 and 2011-2012 was a deemed public issue in violation of the Companies Act, 1956 and ILDS Regulations and unregistered debenture trusteeship in violation of SEBI Act, and directed LCIIL, its five directors and the debenture trustee to refund with interest and imposed 4-year market restraints.
Full text
Order in the matter of M/s Life Care Infrastructure India Limited Page 2 of 28 29, 2013 against LCIIL in respect of issue of Non-Convertible Redeemable Secured Debentures (hereinafter referred to as “NCDs”). It was stated that LCIIL issued debentures to 2483 subscribers and that the RoC had filed prosecution on September 20, 2013 before the Hon’ble CJM Court at Gwalior. RoC vide letter dated December 19, 2013 provided a copy of Form 10 filed by the company. Subsequently, RoC vide letter dated December 31, 2013 also provided a copy of reply dated December 28, 2012 of the company and a list of allottees submitted by the company to them. SEBI undertook an enquiry to ascertain whether LCIIL had made any public issue of securities without complying with the provisions of the Companies Act, 1956; Securities and Exchange Board of India Act, 1992 (hereinafter referred to as “SEBI Act”) and the Rules and Regulations framed thereunder including the Securities and Exchange Board of India (Issue and Listing of Debt Securities), Regulations, 2008 (hereinafter referred to as “ILDS Regulations”).
Order in the matter of M/s Life Care Infrastructure India Limited Page 3 of 28 (represented by its trustees, viz. Ms. Paromita Mondal) (hereinafter collectively referred to as “Noticees”).
Order in the matter of M/s Life Care Infrastructure India Limited Page 4 of 28 ii. As per the debenture application form enclosed with Form 10 available on MCA 21 portal that the company is offering NCRSDs on following terms and conditions: Scheme- 1 Multiplier Non-Convertible Secure Debenture Plan A A1 B No of debentures 12 36 60 Issue Price 1200 3600 6000 Redemption Value 1340 4530 9550 Bonus 60 95 150 Redemption Period 15 months + 1 day 39 months + 1 day 63 months + 1 day
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Source: SecMarx — sebi:WTM/MPB/EFD-1-DRA-IV/131/2018. 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.