sebi:WTM/PS/46/ERO/AUGUST/2015
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Facts / Headnote
PIIL and its 5 present and past directors directed to forthwith refund CPS money including pending allotment money with 15% p.a. compounded half-yearly from date repayments became due under Section 73(2), only via Bank Demand Draft or Pay Order, with escrow, public notice, CA-certified compliance report within 3 months, and restrained from securities market and association with listed/public fundraising companies/intermediaries for 4 years from completion of refunds; recovery, adjudication, criminal reference and winding-up reference on default.
Provisions invoked
- s. 11
- s. 19
- s. 55A
- s. 73
- s. 28A
- s. 4A
- s. 67(3)
- s. 67
- s. 73(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 67(1)
- s. 56(1)
- s. 56(3)
- s. 67(2)
- s. 56(4)
- s. 73(3)
Regulations
- Reg. 107
Parties
- Purusattam Infotech Industries Limited
- Shri Prasenjit Pal
- Miss Moumita Paul
- Smt. Gita Pal
- Shri Nirmal Midya
- Shri Animesh Biswas
Holding
PIIL's offers and allotments of Cumulative Preference Shares to more than 49 persons on each date in 2009-2010 and 2010-2011 were deemed public issues violating Sections 56, 60 and 73 of the Companies Act, 1956 and DIP Guidelines/ICDR Regulations, and PIIL with its present and past directors are jointly liable to refund with interest and are restrained from the securities market.
Full text
Page 2 of 16 findings/allegation were recorded. PIIL has made an Offer of CPS and collected money to the extent of Rs. 1.36 crore, by issuing cumulative preference shares from the public, as shown in the following Table. In addition to that, PIIL also collected a total of 1.29 Crores towards share application money. In total PIIL has collected an amount of Rs. 2.65 crores. Table 1
Page 3 of 16 and/or invite subscription, in any manner whatsoever, either directly or indirectly till further directions; ii. PIIL and its Directors, viz. Shri Prasenjit Pal, Miss Moumita Paul and Smt. Gita Pal including its past Directors, viz. Shri Nirmal Midya and Shri Animesh Biswas, are prohibited from issuing prospectus or any offer document or issue advertisement for soliciting money from the public for the issue of securities, in any manner whatsoever, either directly or indirectly, till further orders; iii. PIIL and its 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. PIIL shall provide a full inventory of all its assets and properties; v. PIIL's abovementioned Directors shall provide a full inventory of all their assets and properties; vi. PIIL and its abovementioned present 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 Preference Shares, without prior permission from SEBI; vii. PIIL and its abovementioned present Directors shall not divert any funds raised from public at large through the Offer of Preference Shares, which are kept in bank account(s) and/or in the custody of PIIL; viii. PIIL and its abovementioned present Directors shall furnish complete and relevant information (as sought
Page 4 of 16 the entities. The letter sent to PIIL, Miss Moumita Paul and Shri Prasenjit Pal, Smt. Gita Pal and Shri Nirmal Midya came back undelivered. The delivery status of the letter sent to Shri Animesh Biswas could not be ascertained. 4.2 Subsequently, vide notification dated April 14, 2015, published in newspaper Ananda Bazar Patrika, and notification dated April 15, 2015 published in newspaper Times of India, PIIL and the directors were notified by SEBI, that they will be given the final opportunity of being heard on April 22, 2015 at the time and the venue mentioned therein. 5.1 Hearing and submissions: Neither PIIL nor the directors of PIIL availed the opportunity of hearing held on April 22, 2015. No submissions were made either by the Company or by the directors 6.1 I have considered the allegations, and material on record. On perusal of the same the following issues arise for consideration. Each question is dealt with separately under different headings.
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Source: SecMarx — sebi:WTM/PS/46/ERO/AUGUST/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.