sebi:WTM/MPB/IVD/ID1/141/2020
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Facts / Headnote
Violation of Clause 36 of Equity Listing Agreement read with Section 21 of SCRA established; penalty of Rs. 5,00,000 imposed on Kirloskar Industries Ltd.
Provisions invoked
- s. 11
- s. 15
- s. 15J
- s. 12A
- s. 11C
- s. 23J
- s. 21
- s. 23
- s. 23E
- s. 12A(2)
Regulations
- Reg. 199
- Reg. 2
- Reg. 3(3)
- Reg. 103
Parties
- Kirloskar Industries Ltd.
Holding
KIL violated Clause 36 of the Equity Listing Agreement read with Section 21 of the SCRA by failing to immediately disclose its Board decision dated July 28, 2010 to acquire shares of KBL from promoters for upto Rs. 275 crores, and is liable to a penalty of Rs. 5,00,000 under Section 23E of the SCRA.
Full text
Order in the matter of Kirloskar Industries Ltd. Page 2 of 28 sensitive information that they were privy to. Further, it was alleged that there may have been a breach of terms of KBL’s model Code of Conduct with respect to insider trading by some of erstwhile employees/ directors/ promoters as they were privy to financial information about KBL. Further, it was also alleged that the selling shareholders, who were amongst the promoters/directors of KIL, not only dealt in securities when in possession of unpublished price sensitive information but also defrauded the public shareholders of KIL by dumping their personal holdings under the shield of inter-se transfer.
Order in the matter of Kirloskar Industries Ltd. Page 3 of 28 3.4. KIL had conducted an Annual General Meeting (AGM) at 11 a.m. on July 28, 2010, right after the Board Meeting held at 9:45 a.m. on July 28, 2010, in which the aforesaid decision was taken. It is observed that nothing was disclosed about this
Order in the matter of Kirloskar Industries Ltd. Page 4 of 28 Section 23E of the SCRA. The Noticee was advised to submit its response/ seek personal hearing within 21 days of the date of receipt of the SCN.
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Source: SecMarx — sebi:WTM/MPB/IVD/ID1/141/2020. 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.