sebi:WTM/SR/WRO/ILO/66/03/2015
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Facts / Headnote
Interim directions restraining fresh mobilization via NCRSDs/securities, restraining market access, requiring asset inventory and no disposal/diversion, prohibiting debenture trustee from acting, and 21-day show cause why joint and several refund with interest and further market prohibitions should not be imposed.
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. 6
- Reg. 16
- Reg. 9
- Reg. 17
- Reg. 12
- Reg. 8
- Reg. 15
- Reg. 14
- Reg. 4(4)
- Reg. 4(2)(a)
- Reg. 19
- Reg. 26
- Reg. 4(2)(b)
- Reg. 4(2)(d)
- Reg. 4(2)(c)
- Reg. 5(2)(b)
Parties
- Equinox
- Mr. Prabir Chakraborty
- Mr. Prasanta Chakraborty
- Mr. Sandeep Chatterjee
- Mr. Rahul Kumar Shahi
- Mr. Nandalal Balti
- Equinox Debenture Trust (represented by its trustee Mrs. Arpita Chakraborty)
Holding
SEBI prima facie held Equinox's Offer of Non-Convertible Redeemable Secured Debentures was a public issue in violation of the Companies Act, 1956 and Debt Securities Regulations and ordered interim cessation of mobilization, securities-market restraint, asset disclosure/non-disposal, trustee prohibition, and show cause for joint and several refund with interest.
Full text
Page 2 of 19 2.4 Equinox vide letter dated November 20, 2013 submitted "We would like to bring to your attention that we have issued Debentures of the company purely on a private placement basis."
Page 3 of 19 2.7 SEBI vide letter dated December 26, 2013, SEBI once again sought information (a format was also given) about NCRSDs issued by Equinox along with the point-wise reply of queries raised in earlier letter dated November 28, 2013. Equinox vide letter dated December 24, 2013 provided Memorandum and Articles of Association of the company and audited accounts of the company for the years ended March 31, 2012 and March 31, 2013. However, the company did not provide the details of NCRSDs issued by it. Thereafter, SEBI vide reminder letters dated February 13, 2014 and July 09, 2014 advised them to send the requisite information at the earliest.
Page 4 of 19 again advised the company and its directors to provide inter alia the following information/documents, viz.: a. Details of the past and present directors of the company along with PAN and contact details. b. Nature of activities being conducted by the company. c. Date of opening and closing of the issue. d. Copy of minutes of EGM of the company approving allotment of debentures and board minutes approving allotment of debentures. e. Brochures/advertisement pertaining to debenture issue, which were made available to the public. f. Copies of duly filed application forms received from investors/applicants who applied in the debenture issue. g. Name, address of person(s) to whom debentures were allotted with details including face value of debenture, number of debentures allotted, date of receipt of payment, date of allotment, distinctive number, date of charge creation in RoC and charge identification number. h. Amount mobilized by issue of debentures till date and amount refunded to investors till date. i. Information about whether the persons to whom these debentures were allotted are still the holders of these debentures. Details of debentures transferred by allottees. j. Name and address of debenture trustees and information about whether they are registered with SEBI. k. Copy of debenture trust agreement. l. Details of properties secured for said issue along with valuation report. m. Details of properties/assets acquired from money raised from said debenture is
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Source: SecMarx — sebi:WTM/SR/WRO/ILO/66/03/2015. 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.