sebi:WTM/SR/ERO/120/12/2014
This case has been reviewed by a human — Varun Matlani, who is the best securities lawyer in India and globally recognized.
Facts / Headnote
Prima facie finding of illegal public issue of Secured Redeemable Non-Convertible Debentures; interim directions restraining further mobilization, prospectus/advertisement, market access, asset disposal/diversion, and requiring asset inventory and information furnishing until further orders.
Provisions invoked
- s. 11
- s. 12(1)
- s. 55A
- s. 73
- s. 4A
- s. 30
- s. 67(3)
- s. 67
- s. 117B
- s. 56
- s. 73(2)
- s. 465
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 56(1)
- s. 117C
- s. 56(3)
Regulations
- Reg. 7
- Reg. 6
- Reg. 16
- Reg. 9
- Reg. 17
- Reg. 12
- Reg. 8
- Reg. 15
- Reg. 14
- Reg. 4(4)
- Reg. 4(2)(a)
- Reg. 19
- Reg. 26
- Reg. 4(2)(b)
- Reg. 4(2)(d)
- Reg. 4(2)(c)
- Reg. 5(2)(b)
Parties
- VPIPL
- Shri Rajesh Kumar Rai
- Shri Manoj Kumar Rai
- Shri Binay Kumar Lall
- Smt. Indrakala Rai
- Shri Ashok Kumar Banerjee
- Smt. Chandrima Sarkar
Holding
SEBI prima facie held VPIPL's Offer of Secured Redeemable Non-Convertible Debentures to at least 6,959 investors raising approximately Rs.14.47 crores was a deemed public issue in violation of the Companies Act and Debt Securities Regulations, and issued interim restraining, disclosure and asset-preservation directions against VPIPL, its directors and its debenture trustees.
Full text
Page 2 of 14 c) Details regarding the number of application forms circulated inviting subscription; d) Details regarding the number of applications received; e) Details regarding the number of allottees and list of such allottees; f) Number of shares/debentures allotted and value of such allotment against each allottee's name; g) Details regarding subscription amount raised; h) Date of allotment of shares/debentures ; i) Copies of the minutes of Board/Committee meeting in which the resolution was passed for allotment; j) Date of dispatch of debenture/share certificates etc.; k) Details of the total number of applicants for each of its scheme besides the list of final allottees; l) Copies of application forms, pamphlets, advertisements and other promotional material circulated for issuance of shares/debentures; m) Terms and conditions of the issue of shares/debentures; n) Whether the company has applied for listing of its securities with any of the stock exchanges; o) Copy of Form 2 and Form 10 filed with "RoC" (along with all the attachments) p) Details of debenture trustee viz. name , address, board resolution authorizing their appointment, etc. q) Other information in respect of any other schemes launched by VPIPL for raising funds.
Page 3 of 14 reply to the aforementioned SEBI letter. However, no information has been submitted by VPIPL till date. 5. SEBI also received a complaint dated June 05, 2014 from another investor in respect of the non-payment of interest and maturity amount in respect of Secured Redeemable Non-Convertible Debentures issued by VPIPL.
Page 4 of 14 Year Security Amount Raised (Rs.in Crores) No. of Allottees (Approx) 2009 – 10 Secured Redeemable Non - Convertible Debenture 0.1063 1063* 2010 – 11 1.5587 Not Known 2011 – 12 4.4799 Not Known 2012 - 13 8.3264 5896**
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Source: SecMarx — sebi:WTM/SR/ERO/120/12/2014. 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.