sebi:WTM/SR/WRO/22/02/2015
Facts / Headnote
Interim directions issued restraining SHPL and its directors from mobilizing fresh funds, accessing the securities market, and disposing of assets; debenture trustee prohibited from acting as such
Provisions invoked
- s. 11A
- s. 11
- s. 12(1)
- s. 55A
- s. 22
- s. 73
- s. 4A
- s. 30
- s. 67(3)
- s. 67
- s. 117B
- s. 45
- s. 56
- s. 67(1)
- s. 67(2)
- s. 73(1)
- s. 2(36)
- s. 60
- s. 73(2)
- s. 56(1)
Regulations relied on
- SEBI (Debenture Trustees) Regulations, 1993
- SEBI (Debt Securities) Regulations, 2008
Parties
- SHPL
- Mr. Malwinderwant Singh
- Mr. Sukhraj Bahadur Singh
- Mrs. Vijay Laxmi Kathait
- Mr. Jitendra Singh Gurjar
- Mr. Guriqbal Singh Bhullar
- Mr. Harpreet Singh
- Mrs. Harjit Kaur Bhullar
- Mr. Abhay Shukla
- Mr. Vishwanathan Iyer
- Mr. Akshay Tiwari
- Mr. Hemant Sahu
Holding
SHPL's offer of NCDs to 425 allottees was prima facie a public issue, not a private placement, and SHPL violated the Companies Act, 1956 and the Debt Securities Regulations, 2008 by failing to register a prospectus, list the securities, appoint a registered debenture trustee, and create a debenture redemption reserve.
Full text
Page 2 of 18 vii. Certified copies of audited financial statements of the company for FY 2009-10, 2010-11, 2011-12. viii. Copies of Income Tax Returns filed by the company for the last three years.
Page 3 of 18 ii. Copy of brochure & advertisement (if any) circulated for the debenture iii. Date of opening of debenture issue and date of closing of debenture issue. iv. Name, address and PAN of each allottee of the debentures. Number of debentures issued to each allottee. v. How did the company approach these debenture holders. Were any of these allottees known to promoter/ director of the company, if yes, detail of association. If these were approached through any broker then name/ address of said brokers be provided. vi. Copies of application forms received by the company and details of consideration received from them and the details of the bank account of the company. vii. Copy of annual report of the company for one year prior to allotment, for the financial year during which allotment made and for financial year subsequent to allotment.
Page 4 of 18 2.6 SEBI vide e-mail dated June 24, 2014 requested RBI to confirm the registration status of SHPL. RBI vide e-mail dated June 26, 2014 confirmed that SHPL is registered as NBFC with RBI.
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Source: SecMarx — sebi:WTM/SR/WRO/22/02/2015. 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.