sebi:WTM/PS/132/CFD/JAN/2016
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Facts / Headnote
Interim order dated June 04, 2013 confirmed against the Company, its directors, promoters and promoter group till further orders for continuing non-compliance with MPS requirements.
Provisions invoked
- s. 19
- s. 21
- s. 12A
- s. 391(2)
- s. 643
Parties
- Kumaka Industries Ltd.
- directors
- promoters
- promoter group
Holding
SEBI confirmed the directions issued vide its interim order dated June 04, 2013 against Kumaka Industries Ltd., its directors, promoters and promoter group, till further orders, for continuing non-compliance with the minimum public shareholding (MPS) requirement.
Full text
Page 2 of 5 Trading in the equity shares of the Company has been suspended by the Bombay Stock Exchange. The Company has applied for the revocation of the suspension of its equity shares at Bombay Stock Exchange. It would comply with the MPS requirement within one year from the date of the revocation of suspension by BSE.
Page 3 of 5 b. Consequently, 24,13,000 partly paid up shares, became 6,03,250 fully paid shares in the hands of the public shareholders. In view of that, the paid up capital also got reduced from 1,38,85,000 reduced to 1,20,85,625. Therefore, the public shareholding got reduced from 27% to 13% attracting non-compliance of Clause 40A of the Listing Agreement. c. The Company has proposed a draft ‘scheme of arrangement’. Part VIII of the Draft Scheme deals with the issuance of bonus shares to the public shareholders. As per the scheme 21,04,865 bonus shares are proposed to be issued to the public shareholders in the ratio of seven shares for every five shares, while promoters forgoing their right to bonus shares subject to the approval of the Hon’ble High Court of Bombay and shareholders of the Company. This would result in the reduction of public shareholding at the prescribed level leading to the compliance of MPS requirement. The said scheme is under the consideration of SEBI and BSE.
Page 4 of 5 shareholders in the ratio of seven shares for every five shares, whereas the promoters will forgo their right to bonus shares. The said scheme is subject to the approval of Hon’ble High Court of Bombay and the shareholders of the Company. The submissions made by the Company vide its letters dated July 10, 2015 and July 30, 2015 on the facts leading to the reduction of public shareholding are narrated in the draft ‘Scheme of Arrangement’ as well.
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Source: SecMarx — sebi:WTM/PS/132/CFD/JAN/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.