sebi:WTM/PS/49/CFD/DEC/2014

SEBI · SEBI · 2014-07-18 · Prashant Saran, Whole Time Member

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Facts / Headnote

Directions issued vide interim order dated June 04, 2013 against the company, U.P. Hotels Limited, its directors, promoters/promoter group are confirmed; order to remain in force till further directions.

Provisions invoked

Parties

Holding

SEBI confirmed the directions issued vide its interim order dated June 04, 2013 against U.P. Hotels Limited, its directors and promoters/promoter group for continuing non-compliance with the minimum public shareholding (MPS) requirement of 25% under Rule 19A of the SCRR and Clause 40A of the Listing Agreement.

Full text

Page 2 of 12 of equity and fairness in the circumstances of inter se promoter group strife, he requested that an adequate hearing is provided to him and Ms. Supriya Gupta.

Page 3 of 12 written submissions on July 18, 2014. Mr. Apurv Kumar also filed written submissions vide his letter dated July 21, 2014. All such written submissions were taken on record.

Page 4 of 12 will the Company be entitled to issue bonus shares to such promoter/ promoter group. To this, SEBI has replied by saying that the Company will be required to issue bonus shares to all the shareholders who have not given their consent to forgo their entitlement to receive the bonus shares. Thereafter, the Company was approached by some shareholders/ entities belonging to the promoter group aggregating to about 51.50% of the shareholding of the Company for issuing bonus shares to them also. e. It has been said that even if, the entire available free reserves of the Company are utilised to issue the bonus shares to the intended recipients, the bonus issue would not result in the compliance of the MPS requirements. Therefore, it cannot be implemented in view of the actions of promoters seeking bonus shares. f. The bonus issue route was the last and only possible option to comply with the MPS requirement which also now stands completely derailed. g. The total number of shares of the Company traded in the past six months are far lower than even the threshold of 2% of its market capital i.e. 1,08,000 shares. In view of the thin trading in the Company's shares, there is no particular benefit which is available to the shareholders of the Company by continuing with the listing of the shares. It has also been said that the public shareholders are finding it difficult to dispose off their shareholding, as a result of disputes and litigations inter se amongst the promoters.

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Source: SecMarx — sebi:WTM/PS/49/CFD/DEC/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.