sebi:WTM/SR/GLO/64/09/2014
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Facts / Headnote
Prima facie held Offer of preference shares was a deemed public issue in violation of Companies Act and DIP Guidelines/ICDR Regulations; issued interim directions restraining SREL and past/present directors from mobilizing funds, issuing prospectus/advertisements, accessing securities market, alienating assets, directing full asset inventory and furnishing information sought by SEBI within 21 days, effective immediately until further orders.
Provisions invoked
- s. 11
- s. 55A
- s. 73
- s. 4A
- s. 67(3)
- s. 67
- 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. 56(3)
- s. 465(2)
- s. 73(3)
- s. 465(1)
Regulations
- Reg. 111
- Reg. 111(1)
- Reg. 111(2)
Parties
- SREL
- Shri Siddhartha Nag
- Shri Kanak Ranjan Nath
- Shri Sanjoy Nag
- Shri Subhash Chandra Saha
- Shri Satyendra Kumar Dey
- Shri Mrinal Chandra Nandi
- Shri Santanu Das
- Shri Ashis Dhar
- Shri Sujit Kumar Roy
- Shri Shibendu Das
Holding
SREL's Offer of preference shares to 41298 investors mobilizing approximately Rs.25.34 Crores prima facie constitutes a deemed public issue violating Sections 56, 60 and 73 of the Companies Act, 1956 and the DIP Guidelines read with ICDR Regulations. Interim preventive directions were issued against SREL and its past and present directors pending further inquiry.
Full text
Page 2 of 15 c. Copy of Form 2 filed with ROC; d. Date of opening and closing of the subscription list; e. Details regarding the number of application forms circulated inviting subscription; f. Details regarding the number of applications received; g. Details regarding the number of allottees and list of such allottees, etc.; h. Number of preference shares allotted and value of such allotment against each allottee's name. i. Details regarding subscription amount raised; j. Date of allotment of preference shares; k. Copies of the minutes of Board/Committee meeting in which the resolution has been passed for allotment; l. Date of dispatch of preference share Certificates; m. Details of the total number of applicants for each of SREL's scheme besides the list of final allottee; n. Copies of application forms, pamphlets, advertisements and other promotional material circulated for issuance of preference shares; o. Terms and conditions of the issue of preference shares.
Page 3 of 15 3. The material available on record i.e. information obtained from the Ministry of Corporate Affairs' website i.e. 'MCA 21 Portal' alongwith information forwarded by the ROC, Shillong, have been perused. On an examination of the same, it is observed that –
Page 4 of 15 REDEMPTION TERM TWO YEAR (2 YEARS) Amount paid up per share/unit ( ) Month–wise Subscription ( ) Total Subscription ( ) Total Dividend Redemption Value ( ) 10 100 2400 15% 2760 10 150 3600 15% 4140 10 200 4800 15% 5520 10 300 7200 15% 8280 10 500 12000 15% 13800 10 600 14400 15% 16560 10 1500 36000 15% 41400
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Source: SecMarx — sebi:WTM/SR/GLO/64/09/2014. 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.