sebi:WTM/PS/CFD/31/AUG/2013
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Facts / Headnote
Interim order dated June 04, 2013 revoked with immediate effect; company warned for delayed compliance but no further action initiated
Provisions invoked
- s. 19
- s. 12A
Parties
- NB Footwear Limited
- directors of NB Footwear Limited
- promoters of NB Footwear Limited
- promoter group of NB Footwear Limited
Holding
The Whole Time Member revoked the directions issued against NB Footwear Limited, its directors, promoters and promoter group vide the interim order dated June 04, 2013, with immediate effect, while warning the company for its delayed compliance with MPS requirements.
Full text
Page 2 of 2 4. I have considered the reply of the Company, the oral submissions, the written submissions and the documents submitted before me. The company has submitted that as per the order passed by the Board for Industrial and Financial Reconstruction ('BIFR') on July 07, 2008, it was allowed to increase the authorised share capital from ₹5 Crores to ₹20 Crores and to convert the unsecured loan of ₹9 Crores received from the promoter/ promoter group into equity share capital. Thereafter, BIFR vide another order dated May 20, 2010 reiterated the order dated July 07, 2008. Accordingly, the Company allotted 90,00,000 equity shares for ₹10 each on September 17, 2010 to the promoter/ promoter group on preferential basis subject to lock-in period of three years which resulted in the increase of promoter/ promoter group holding beyond 75%. The Company has also said that it was under the genuine impression that in view of its submission before SEBI and stock exchanges, it has been given time upto June 30, 2013 for compliance with Clause 40A of the listing agreement governing MPS. Having seen the submission of the Company, I note that no extension was granted to it, as can be seen from SEBI's letter dated April 15, 2013, which clearly mentions the last date of compliance as June 03, 2013.
5. I note that the Company has definitely delayed in its compliance with the MPS requirement when it was under notice for three years for achieving such compliance. Therefore, the Company is warned for its conduct and is advised to ensure compliance with all the applicable laws and regulations administered by SEBI, in letter and spirit. However, considering the fact that the Company has complied with the MPS norms, though belatedly, as observed above, I do not propose to initiate further action against the Company as contemplated in paragraph 18 of the
interim order. 6. 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, NB Footwear Limited, its directors, promoters and promoter group, with immediate effect.
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Source: SecMarx — sebi:WTM/PS/CFD/31/AUG/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.