sebi:WTM/PS/94/NRO/MAR/2015
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Facts / Headnote
Interim directions restraining SCL and its promoters/directors from mobilizing funds, issuing offer documents, disposing of assets, and accessing the securities market; show cause notice issued as to why refund and other directions should not be imposed.
Provisions invoked
- s. 11
- s. 24
- s. 19
- s. 55A
- s. 73
- s. 67(3)
- s. 67
- s. 73(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 67(1)
- s. 60B(9)
- s. 67(2)
- s. 73(3)
- s. 621
- s. 60B(2)
- s. 60B(3)
Regulations
- Reg. 107
Parties
- Shivalik Cotex Limited
- Mr. Subhash Chand Gupta
- Mr. Summit Gupta
- Ms. Sakshi Gupta
- Ms. Sunita Gupta
- Mr. Saurabh Gupta
- Mr. Jawahar Lal Goyal
- Mr. Om Prakash Gupta
- Mr. Yatender Kumar
- Mr. Navin Gupta
- Ms. Noorie Goel
Holding
SCL's issuance of equity shares to 334 investors in 2007 constituted a public issue under Section 67(3) of the Companies Act, 1956, and the Company and its directors contravened the Companies Act, 1956 and the DIP Guidelines by failing to file a prospectus, seek listing, or refund monies. Interim directions were issued restraining the Company and its promoters/directors from mobilizing funds and accessing the securities market, with a show cause notice for refund and other penalties.
Full text
Page 2 of 14 c. The details of opening and closing of the issue, quantum of funds raised in each issuance in 2007 and thereafter. d. List of agents with addresses who were appointed by the Company. e. Details regarding the number of application forms circulated inviting subscription for each issue in 2007 and thereafter. f. Details regarding the number of applications received and number of allottees for each issue in 2007 and thereafter. g. Date(s) of allotment of each and every series of shares issued in 2007 and thereafter. h. The number of allottees, date of allotment and the list of allottees along with their name, address, number of redeemable preference shares issued, folio number, certificate number, distinctive number and amount collected from each allottee since incorporation. i. Details regarding subscription amount raised in every issuance of shares. j. Copies of the minutes of Board/ Committee meeting in which the resolution has been passed for each issue and allotment of shares in 2007 and thereafter. k. Date(s) of dispatch of preference shares certificates, etc. l. Copies of application forms, RHP, pamphlets, advertisements and other promotional material circulated for each issuance of shares. m. Terms and conditions of the issue of each series of shares in 2007 and thereafter. n. Any other information in connection with the matter.
Page 3 of 14 ii. Copy of the balance sheet and Profit & Loss accounts of the Company since incorporation. iii. Names, address and occupation of all the promoters/ directors since incorporation. iv. Names and details of key managerial personnel of SCL. v. Copies of the annual report and annual return filed with RoC, since incorporation. vi. Copies of tax returns filed with the Income Tax authorities since incorporation. vii. Copies of minutes of board meeting in which resolution had been passed for each share issue. viii. List of allottees including the amount mobilized.
Page 4 of 14 b. As per the details available on record, Mr. Subhash Chand Gupta, Ms. Sunita Gupta, Ms. Om Prakash Gupta, Mr. Jawahar Lal, Mr. Yatender Kumar, Mr. Navin Gupta and Ms. Noorie Goel are subscribers to the Memorandum of Association/ promoters of the Company.
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Source: SecMarx — sebi:WTM/PS/94/NRO/MAR/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.