sebi:WTM/SM/IVD/ID3/9174/2020-21
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Facts / Headnote
Directions issued: Noticee no. 1 debarred from accessing the securities market and restrained from dealing in securities for three years; order effective immediately qua Noticees no. 2, 3 and 6.
Provisions invoked
- s. 19
- s. 31
Regulations
- Reg. 3
- Reg. 57
- Reg. 60(4)
- Reg. 200
- Reg. 25
- Reg. 301
- Reg. 301(2)(a)
Parties
- Noticee no. 1 (Resurgere Mines and Minerals India Ltd.)
- Noticee no. 2 (Mr. Subhash Sharma, Promoter/Chairman and Managing Director)
- Noticee no. 3 (Mr. Amit Sharma, Whole Time Director)
- Noticee no. 4 (Non-Executive Independent Director)
- Noticee no. 5 (Non-Executive Independent Director)
- Noticee no. 6 (CFO of the Company)
Holding
The Noticee Company and its key managerial persons were found to have violated SEBI Act Section 12A, PFUTP Regulations, and DIP Guidelines/ICDR Regulations by surreptitiously funding employees' IPO applications through promoter group companies and by diverting/mis-utilizing IPO proceeds to purposes other than those disclosed in the Offer Document. Noticee no. 1 was debarred from accessing the securities market for three years.
Full text
Order in the matter of IPO of Resurgere Mines and Minerals India Ltd. Page 2 of 62 2. Resurgere filed a Red Herring Prospectus dated August 1, 2008 (hereinafter referred to as “RHP/Offer Document”) and subsequently, filed a Prospectus dated August 22, 2008 for the public issue of 44,50,000 equity shares of face value of INR 10/- each at a price of INR 270/- per share (including premium of INR 260/-) aggregating to INR 120.15/- Crores. The IPO also comprised reservation of 2,50,000 equity shares aggregating to INR 6.75/- Crores for eligible employees of the Company. The equity shares of Resurgere got listed on Bombay Stock Exchange (hereinafter referred to as “BSE”) and National Stock Exchange (hereinafter referred to as “NSE”) on September 1, 2008.
Order in the matter of IPO of Resurgere Mines and Minerals India Ltd. Page 3 of 62 5. I note that pursuant to receipt of the SCN, Noticee no. 4 has submitted a written reply, dated April 20, 2017. Noticee no. 5 had requested for Inspection of documents relied upon in the SCN. Accordingly, inspection of all relevant documents relied upon in the SCN was duly provided to him on September 12, 2017, pursuant to which he has submitted his written replies vide letters dated November 17, 2017 and May 14, 2019. In the interest of principles of natural justice, an opportunity of Personal Hearing was provided to all the Noticees on June 6, 2019. Noticee no. 4 attended the Personal Hearing and presented arguments on the lines of his written reply. Noticees no. 1 and 5 requested for adjournment of the hearing, therefore, another opportunity of Personal Hearing was accorded to all the Noticees on November 13, 2019. Noticee no. 5 appeared for the Personal Hearing on November 13, 2019 and presented
Order in the matter of IPO of Resurgere Mines and Minerals India Ltd. Page 4 of 62 neither attended the Personal Hearing held either on June 6, 2019 or November 13, 2019 nor have they submitted any reply on merits despite being given several opportunities/reminders vide SEBI letters dated October 22, 2019, January 20, 2020 and February 5, 2020. The Company in its response to the aforesaid SEBI letters has merely informed vide letters dated October 30, 2019, January 30, 2020 and February 10, 2020 that a moratorium is in operation because of an order passed by Hon’ble National Company Law Tribunal (hereinafter referred to as “NCLT”) vide its order dated September 11, 2019. The Company has enclosed its earlier letters informing about the said moratorium and seeking Inspection of documents but has till date, avoided submitting any explanation on merits of the case in its defences against the
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Source: SecMarx — sebi:WTM/SM/IVD/ID3/9174/2020-21. 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.