sebi:WTM/SR/ERO/53/03/2015
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Facts / Headnote
Interim prohibitory directions issued against GFPL, its Directors and Debenture Trustee; show cause notice issued
Provisions invoked
- s. 11
- s. 12(1)
- s. 55A
- s. 22
- s. 73
- s. 4A
- s. 30
- s. 67(3)
- s. 67
- s. 117B
- s. 56
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 73(2)
- s. 56(1)
- s. 117C
- s. 56(3)
Regulations
- Reg. 7
- Reg. 14
- Reg. 12
- Reg. 19
- Reg. 15
- Reg. 16
- Reg. 26
- Reg. 8
- Reg. 6
- Reg. 17
- Reg. 4(2)(a)
- Reg. 4(2)(b)
- Reg. 4(2)(c)
- Reg. 9
- Reg. 4(2)(d)
- Reg. 4(3)
- Reg. 4(4)
- Reg. 5(2)(b)
Parties
- Goldmine Fincap Pvt Ltd (GFPL)
- Shri Bablu Saha
- Shri Tushar Sur
- Shri Joydip Mukhopadhyay
- Goldmine Debenture Trust
- Smt. Sujata Saha
Holding
SEBI held that GFPL's Offer of NCDs to 22 subscribers was prima facie a public issue under the first proviso to Section 67(3) of the Companies Act, 1956, and issued interim directions restraining GFPL, its Directors and the Debenture Trustee from further fund mobilisation and securities market activity pending investigation.
Full text
Page 2 of 15 i. "The debenture trustee to the issue is Goldmine Debenture Trustee with Ms. Sujata Saha as the Trustee. Pertinent to mention that the issue has been subscribed by just a handful HNI and institutions, numbering 22. ii. As the issue pertained to debt and did not in any way alter the capital of the company, as such, did not warrant any change/revision in Form 2. However, we enclose a copy of the Form 10..."
Page 3 of 15 2.6 Thereafter, SEBI conducted physical inspections at the registered office as well as corporate office of GFPL on September 18, 2014 and January 31, 2015. However, no information could be gathered as the premises were closed. As on date, SEBI has not received any reply/information from GFPL and its Directors despite being given several opportunities to do so.
Page 4 of 15 vi. GFPL has created a charge of 50 Crores on June 25, 2010 for series of debentures issued on July 01, 2010 on its immovable properties. As per the Trust Deed, the company has stated that it has land as a security. However, it was observed from the balance sheet for the year ending on 31.03.2010 that as on 31.03.2010, the value of the land is only 1.46 Crore.
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Source: SecMarx — sebi:WTM/SR/ERO/53/03/2015. 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.