sebi:WTM/SR/ERO/BLO/59/03/2015
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Facts / Headnote
Interim order restraining HUM and its directors from mobilizing fresh funds, accessing the securities market, disposing of assets, and issuing offer documents; show cause notice issued under Sections 11(1), 11(4), 11A and 11B of the SEBI Act
Provisions invoked
- s. 11
- s. 55A
- s. 22
- s. 73
- s. 4A
- s. 67(3)
- s. 67
- s. 56
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 73(2)
- s. 56(1)
- s. 56(3)
Holding
SEBI prima facie found that HUM Projects Ltd.'s Offer of Redeemable Preference Shares to more than 1272 investors constituted a public issue under the first proviso to Section 67(3) of the Companies Act, 1956, and that HUM violated Sections 56, 60 read with 2(36), and 73 of that Act. SEBI issued interim directions restraining HUM and its directors from further fund mobilization and securities market activity pending show cause.
Full text
Page 2 of 14 c. Number of application forms circulated inviting subscription for debentures/preference shares; d. Details of allottees in the given format e. Copies of the minutes of Board/Committee meeting in which the resolution has been passed for raising such additional capital and also for allotment of shares/debentures; f. Terms and conditions of the issue of shares/debentures. g. Whether the company has applied for listing of its securities with any of the stock Exchanges; h. Copies of Form 2 and Form 10 filed with the RoC. i. Details of debenture trustee viz. name, address, board resolution authorizing their appointment etc.
Page 3 of 14 a. HUM was incorporated on December 21, 2010 as a Public Limited Company with CIN U45400WB2010PLC156053, having its office at Uttarayan, M.S. 1/3, Bengal Ambuja, City Centre, Durgapur, Burdwan, West Bengal -713216, India.
Page 4 of 14 e. A perusal of one of the documents submitted by the complainant provides the following details: Terms & Conditions of NPRPS: HUM is offering on private placement basis NPRPS in the following nature: Mode-'B' (Minimum 100 NPRPS) 12 Months 36 Months 62 Months 96 Months 132 Months 168 Months 1000 1000 1000 1000 1000 1000 Dividend Dividend Dividend Dividend Dividend Dividend 110 500 1000 2000 4000 9000
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Source: SecMarx — sebi:WTM/SR/ERO/BLO/59/03/2015. 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.