sebi:WTM/PS/09/ERO/APR/2016
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Facts / Headnote
Interim order restraining Chakra Infrastructure Limited and its promoters/directors from mobilizing funds through issue of equity shares, issuing offer documents, accessing the securities market, and dealing in securities; show cause notice issued as to why final directions including refund with 15% interest should not be imposed.
Provisions invoked
- s. 24
- s. 19
- s. 27
- s. 55A
- s. 73
- s. 67(3)
- s. 67
- s. 73(2)
- s. 29
- s. 73(1)
- s. 2(36)
- s. 60
- s. 27(2)
- s. 56(1)
- s. 60B(9)
- s. 56(4)
- s. 73(3)
- s. 621
- s. 60B(2)
- s. 60B(3)
Regulations
- Reg. 47
- Reg. 7
- Reg. 107
- Reg. 57
- Reg. 25
- Reg. 6
- Reg. 4(2)
- Reg. 111
- Reg. 59
- Reg. 4
- Reg. 36
- Reg. 46
- Reg. 63
- Reg. 5
Parties
- Chakra Infrastructure Limited
- Mr. Swapan Majumdar
- Mr. Pranab Kumar Roy
- Mr. Subhas Bose
- Mr. Partha Chakraborti
- Ms. Soma Chakraborti
- Mr. Swapan Kumar Sen
- Mr. Prithwis Kumar Das
- Mr. Litan Chandra Sen
- Mr. Biplab Halder
- Mr. Santosh Kumar
- Mr. Bijoy Das
Holding
SEBI issued an interim order cum show cause notice restraining Chakra Infrastructure Limited and its promoters/directors from mobilizing funds through equity share issues, issuing offer documents, and accessing the securities market, on the prima facie finding that the allotment of equity shares to 196 persons during FY 2012-13 constituted a public issue requiring compliance with the Companies Act, 1956 and ICDR Regulations.
Full text
Page 2 of 11 “The Company has made preferential allotment of 3,00,000 Equity shares during the year to 196 equity share holders. We are unable to express our opinion whether these allotments were in violation of provision of 67(3) of the Company Act, 1956”.
Page 3 of 11 SEBI (Issue of Capital & Disclosure Requirements) Regulations, 2009 (hereinafter referred to as ‘ICDR Regulations’) in respect of its issuance of the equity shares.
Page 4 of 11 issues. I now place my reliance on the order of Hon'ble Supreme Court of India in the matter of Sahara India Real Estate Corporation Limited & Ors. Vs. SEBI (Civil Appeal no. 9813 and 9833 of 2011) (hereinafter referred to as the ‘Sahara Case’), wherein the Hon'ble Court inter alia observed as under: “… after 13.12.2000, any offer of securities by a public company to fifty persons or more will be treated as a public issue under the Companies Act, even if it is of domestic concern or it is proved that the shares or debentures are not available for subscription or purchase by persons other than those receiving the offer or invitation. …
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Source: SecMarx — sebi:WTM/PS/09/ERO/APR/2016. 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.