sebi:WTM/SR/WRO/44/03/2015
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Facts / Headnote
Interim prohibitory directions issued against RSCL and its directors; show cause notice issued as to why further directions under Sections 11(1), 11(4), 11A and 11B of the SEBI Act should not be imposed
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)
Parties
- Real Sunshine Corp Limited (RSCL)
- Shri Abdul Wahid
- Shri Pradeep Ojha
- Shri Anil Kumar
- Shri Bipin Singh Yadav
- Shri Rajkumar Yadav
- Shri Atendra Kumar
- Shri Siba Prosad Ghosh
- Shri Jitendra Singh Yadav
Holding
RSCL prima facie violated Sections 56, 60 read with 2(36), and 73 of the Companies Act, 1956 by mobilising funds from the public through an offer of Redeemable Preference Shares to more than 4,525 investors without listing, prospectus registration, or prescribed disclosures. Interim directions were issued restraining RSCL and its directors from further fund mobilisation, accessing the securities market, and disposing of assets, pending show cause.
Full text
Page 2 of 11 xiii. Details of regulatory approvals obtained , if any, for issuance of preference Shares SEBI also sent letters dated December 04, 2013 and August 19, 2014 to the directors of RSCL viz. Shri Abdul Wahid, Shri Pradeep Ojha and Shri Anil Kumar. Letters to Shri Abdul Wahid and Shri Pradeep Ojha were delivered successfully. However, SEBI is yet to receive any information from RSCL or its directors.
Page 3 of 11 company changed its name to Real Sunshine Corp Limited. The registered office of the company is at 51, Morar Enclave, Gwalior, Madhya Pradesh-474001.
Page 4 of 11 8. The jurisdiction of SEBI over various provisions of the Companies Act in the case of public companies, whether listed or unlisted, when they issue and transfer securities at the relevant time flows from the provisions of Section 55A of the Companies Act, 1956. While examining the scope of Section 55A of the Companies Act, 1956, the Hon'ble Supreme Court of India in Sahara India Real Estate Corporation Limited & Ors. vs. SEBI (Civil Appeal no. 9813 of 2011) (Judgment dated August 31, 2012) (hereinafter referred to as the "Sahara Case"), had observed :
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Source: SecMarx — sebi:WTM/SR/WRO/44/03/2015. 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.