sebi:WTM/PS/CFD/22/JULY/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
- Foseco India Limited
- directors of Foseco India Limited
- promoters of Foseco India Limited
- promoter group of Foseco India Limited
Holding
The directions issued vide the interim order dated June 04, 2013 against Foseco India Limited, its directors, promoters and promoter group are revoked with immediate effect, as the company has now achieved compliance with the minimum public shareholding norms.
Full text
Page 2 of 2 OFS, the cumulative promoter shareholding had reduced to 47,88,845 equity shares aggregating to 74.98% of the paid up equity share capital of the Company. The public shareholding has increased to 15,97,614 equity shares constituting 25.02%. The Company further submitted that it is now compliant with the minimum public shareholding threshold prescribed under the provisions of SCRR read with the listing agreement and requested SEBI not to enforce the interim order against the Company, its promoters and the promoter group or take action as contemplated therein.
6. I have considered the above submissions. I note that the Company was allowed to sell one equity share, as requested by it vide its letter dated May 20, 2013, for the purposes of achieving compliance with the MPS norms. However, it did not utilize the approval from SEBI to sell one equity share. Consequently, due to the non-compliance with the MPS norms, the interim order came to be passed by SEBI. I note that the Company had sufficient notice for a long time i.e., three years, to achieve compliance with the MPS requirement before June 03, 2013. SEBI had also followed up with the Company, during November 2012 regarding compliance. However, the Company chose to seek approval for selling one equity share, only a few days before the deadline of June 03, 2013. Had the Company decided on the mode and manner for achieving MPS compliance much earlier, it could have completed the OFS and the formalities required thereof before the last date for compliance. It is the Company's submission that the OFS was completed on June 21, 2013. The Company has therefore definitely delayed in complying with the MPS requirements. For this conduct, the Company is warned and is advised to ensure compliance with all the applicable laws and regulations administered by SEBI, in letter and spirit. I have perused the disclosure of the shareholding pattern of the Company for the quarter ending June 2013, as found in the BSE website, and note that the public shareholding is at 25.02%, as submitted by the C
7. In view of the foregoing, 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
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Source: SecMarx — sebi:WTM/PS/CFD/22/JULY/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.