sebi:WTM/PS/14/ERO/JUNE/2015
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Facts / Headnote
Directions issued: joint and several refund of money collected through RPS with 15% interest compounded half-yearly, market access ban for 4 years from completion of refunds, asset sale permitted only for refunds, public notice in newspapers, certification by peer reviewed Chartered Accountants, and reference to MCA for winding up.
Provisions invoked
- s. 11
- s. 19
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 67
- s. 73(2)
- s. 394
- s. 73(1)
- s. 2(36)
- s. 60
- s. 67(1)
- s. 56(1)
- s. 56(3)
- s. 73(3)
- s. 55A
Regulations
- Reg. 111
Parties
- Sun-Plant Business Limited
- Basant Kumar Sasmal
- Amit Kumar Chowdhury
- Mahesh Chandra Prasad
Holding
Sun-Plant Business Limited's issuance of Redeemable Preference Shares to more than 49 persons in series of allotments during FY 2005-06 to 2007-08 constituted a 'public issue' under the first proviso to Section 67(3) of the Companies Act, 1956, and the Company and its directors are liable to refund all money collected with 15% interest.
Full text
Page 2 of 19 it is observed that the company has raised Share Application Money of Rs. 1,58,61,000/- in addition to the amount raised through issue of preference shares".
Page 3 of 19 iii. SBL and the abovementioned Directors, are restrained from accessing the securities market and further prohibited from buying, selling or otherwise dealing in the securities market, either directly or indirectly, till further directions; iv. SBL shall provide a full inventory of all its assets and properties; v. The abovementioned Directors of SBL shall provide a full inventory of all their assets and properties; vi. SBL and its abovementioned Directors shall not dispose of any of the properties or alienate or encumber any of the assets owned/acquired by that company through the Offer of RPS, without prior permission from SEBI; vii. SBL and its abovementioned Directors shall not divert any funds raised from public at large through the Offer of RPS, which are kept in bank account(s) and/or in the custody of SBL. viii. SBL and its abovementioned Directors shall, within 21 days from the date of receipt of this Order, provide SEBI with all relevant and necessary information sought by SEBI vide letters dated July 10, 2014, July 14, 2014 and August 08, 2014 but not yet furnished.
Page 4 of 19 o The Company had redeemed/refunded Rs.2,28,24,400/- out of Rs.5,76,04,000/-, to the preference shareholders. The Company informed the following year-wise data on the amount redeemed : Year Amount (Rs.) 2011-2012 50,00,000/- 2012-2013 89,58,400/- 2013-2014 32,66,000/- 2014-2015 56,00,000/-
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Source: SecMarx — sebi:WTM/PS/14/ERO/JUNE/2015. 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.