sebi:WTM/PS/138/ERO/JAN/2016
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Facts / Headnote
Directions issued: refund of ₹25,34,76,640 with 15% interest compounded half-yearly, market access restrictions, asset inventory, and referral for further action
Provisions invoked
- s. 19
- s. 27
- s. 55A
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 56
- s. 73(2)
- s. 67(1)
- s. 67(2)
- s. 67
- s. 73(1)
- s. 2(36)
- s. 60
- s. 2(60)
- s. 56(1)
- s. 56(3)
- s. 73(3)
Regulations
- Reg. 111
- Reg. 111(1)
- Reg. 111(2)
Parties
- SEBA Real Estate Limited (SREL)
- Shri Siddhartha Nag
- Shri Kanak Ranjan Nath
- Shri Sanjoy Nag
- Shri Subhash Chandra Saha
- Shri Satyendra Kumar Dey
- Shri Mrinal Chandra Nandi
- Shri Santanu Das
- Shri Ashis Dhar
- Shri Sujit Kumar Roy
- Shri Shibendu Das
Holding
SEBI held that SREL's issuance of preference shares to 41,298 persons constituted a deemed public issue under the first proviso to Section 67(3) of the Companies Act, 1956, and directed the Company and its ten directors to jointly and severally refund ₹25,34,76,640 with 15% interest compounded half-yearly to investors.
Full text
Page 2 of 21 Act, 1956 and the SEBI (Disclosure and Investor Protection) Guidelines 2003 (hereinafter referred to as 'DIP Guidelines') read with the SEBI (Issue of Capital & Disclosure Requirements) Regulations, 2009 (hereinafter referred to as 'ICDR Regulations'). In order to protect the interest of investors and to ensure that only legitimate fund raising activities are carried on by the Company and its directors, SEBI had issued the following directions: “… …
Page 3 of 21 7. The above directions shall take effect immediately and shall be in force until further orders. … 9. This Order is without prejudice to the right of SEBI to take any other action that may be initiated against SREL and its abovementioned past and present Directors in accordance with law.”
Page 4 of 21 was considered and a time of one week was granted for submitting the written submissions. On behalf of the Company and its directors namely Mr. Siddhartha Nag, Mr. Kanak Ranjan Nath and Mr. Sanjoy Nag, no one appeared for the personal hearing.Considering the reasonable opportunities to the Company and its directors already afforded for making submissions in the matter, I find that the matter could be proceeded on the basis of the material available on record.
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Source: SecMarx — sebi:WTM/PS/138/ERO/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.