sebi:WTM/PS/20/CFD/JULY/2014
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Facts / Headnote
Interim order directions vacated; matter referred for adjudication proceedings under sections 23E and 23H of the SCRA
Provisions invoked
- s. 19
- s. 21
- s. 23I
- s. 12A
Parties
- Ocean Agro India Limited
- its directors
- promoters and promoter group
Holding
SEBI revoked the interim order directions against Ocean Agro India Limited, its directors, promoters and promoter group since the company had complied with the minimum public shareholding (MPS) requirement, but referred the matter for adjudication proceedings for the non-compliance within the due date under sections 23E and 23H of the SCRA.
Full text
Page 2 of 6 forfeited shares on preferential basis to persons other than existing members of the Company. BSE was subsequently informed of (i) the decision of its Board of Directors to re-issue equity shares not exceeding 12,00,000 shares of ₹ 10/- at a price as may be arrived as per the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 ("the ICDR Regulations") and (ii) the approval of shareholders obtained through a special resolution on August 02, 2010 for such proposal. Thereafter, BSE reminded the Company to submit the checklist with documentary proof of compliance to enable BSE to process the application. The Company vide letter dated September 15, 2010 submitted the list of persons other than the existing shareholders of the Company who have expressed their interest in investing in the shares of the Company for prior approval so that the Company could complete the requirement of checklist to be submitted. However, as no response was received from BSE, the Company conceived that prior approval of names of persons to be allotted shares was a pre-requisite before submission of checklist. In view of the same, the genuine efforts made by the Company became a futile exercise.
Page 3 of 6 Company became aware that SEBI has decided to 'initiate a process with the market participants to elicit a concrete plan of action and resolve issue, if any' and further 'SEBI has written to the companies that are not meeting the MPS requirement and initiated consultative process with the representatives of the companies'. This has surprised the Company as till the date of receipt of BSE letter, it did not receive any letter from SEBI as has been claimed in the BSE letter. The Company and its promoters were anxiously waiting for such SEBI letter to avail an opportunity to participate in consultative process to express the difficulties and seek guidance. However, till the passing of the interim order, the Company did not receive any letter from SEBI. The interim
Page 4 of 6 5. In view of its compliance, Company requested that it should not be continued to be treated as a non-compliant company and that the directions passed vide paragraph 17 of the
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Source: SecMarx — sebi:WTM/PS/20/CFD/JULY/2014. 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.