sebi:WTM/PS/36/CFD/SEPT/2013
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Facts / Headnote
Interim order dated June 04, 2013 revoked with immediate effect; Company warned but no further action initiated.
Provisions invoked
- s. 19
- s. 12A
Parties
- Sah Petroleums Limited
- its directors
- promoters
- promoter group
Holding
The interim order dated June 04, 2013 against Sah Petroleums Limited, its directors, promoters and promoter group is revoked with immediate effect, as the Company achieved the minimum public shareholding level on July 12, 2013. The Company is warned for delay in complying with MPS requirements but no further action is initiated.
Full text
Page 2 of 3 4. I have considered the reply and submissions made by the Company. The Company has submitted that it had examined various methods to comply with the MPS norms. It also said that in view of the severe operational and financial constraints faced by the Company like the weakening of the Indian Rupee, rise in procurement costs, increase in operating costs, there was considerable fall in the demand of the shares of the Company. Further, it has also been said that there is very low trading volume in its scrip as the Company was closely held by the promoter group. Due to all these constraints, the Company decided to proceed with the issue of bonus shares, where the promoters had foregone their entitlement and expedited its efforts to secure all necessary approvals from its stakeholders in this regard. It has been submitted that the Company had taken various irreversible steps to comply with the MPS norms such as the approval of the Board of Directors for the issue of the bonus shares at a meeting held on May 24, 2013, approval from the concerned stock exchanges under the clause 24A of the listing agreement, issuance of notice for convening the Extra Ordinary General Meeting for approval of shareholders on May 24, 2013. Further, as the process of issue of bonus shares entails the publication of various public notices, convening of a shareholders' general meeting, obtaining shareholders' consent and other requirements, the Company submitted that the delay occurred in the
Page 3 of 3 7. With the above observations, I, in exercise of the powers conferred upon me under Section 19 of the Securities and Exchange Board of India Act, 1992 read with sections 11(1), 11(2)(j), 11(4) and 11B thereof and Section 12A of the Securities Contracts (Regulation) Act, 1956, hereby revoke the directions vide the interim order dated June 04, 2013 against the Company, Sah Petroleums Limited, its directors, promoters and promoter group, with immediate effect.
5. I note that the Company has achieved the minimum public shareholding level as stipulated under the SCRR on July 12, 2013. In this regard, I find that the Company was aware that it was mandated under the SCRR to raise the minimum public shareholding to 25% on or before June 03, 2013. The Company had proposed to issue bonus shares only on May 24, 2013, whereas the due date for compliance was June 03, 2013. If the Company had decided much earlier, as to the mode and manner as permitted under law, for complying with the MPS requirement, it could have complied with the MPS norms within the due date.
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Source: SecMarx — sebi:WTM/PS/36/CFD/SEPT/2013. 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.