Case Law Details
SECURITIES AND EXCHANGE BOARD OF INDIA
Sahara India Real Estate Corporation Ltd., In re
PRASHANT SARAN, WHOLE TIME MEMBER
WTM/PS/32/SEC/FEB/2013
FEBRUARY 13, 2013
ORDER
1. SIRECL had issued Optional Fully Convertible Debentures [hereinafter called “the OFCDs”] to the tune of Rs. 19,400 crores approximately as on 13.04.2011 (as mentioned in SIRECL’s affidavit dated 4.01.2012 filed before the Hon’ble Supreme Court). As various illegalities were committed in the issuance of the OFCDs, the Securities and Exchange Board of India [hereinafter “SEBI [WTM”] initiated proceedings against SIRECL and upon conclusion of the same, the SEBI [WTM] found that SHICL and SIRECL contravened, inter alia, the provisions of the Companies Act, 1956 and SEBI Act, 1992 apart from the Regulations framed and Guidelines issued under the latter Act and by its order dated 23.06.2011 directed SIRECL to refund the money collected under the Red Herring Prospectus (RHP) to all such investors who had subscribed to their OFCDs, with interest.
2. Shri Ashok Roy Choudhary, Shri Ravi Shankar Dubey and Ms. Vandana Bhargava are the directors of SIRECL and Shri Subrata Roy Sahara is the promoter and holds 70% shares in SIRECL as well as SHICL. These directors and Shri Subrata Roy Sahara were also made jointly and severally liable to refund the said money collected, through the RHP, from the investors.
3. The said order was confirmed by Securities Appellate Tribunal [hereinafter referred to as “SAT”] in appeal on 18.10.2011. The appeals filed by the SIRECL and SHICL were dismissed by the Hon’ble Supreme Court, by its order dated 31.08.2012, recording a categorical finding that there was no illegality in the proceeding initiated by SEBI as well as in the aforesaid order passed by SEBI [WTM] and as upheld by SAT. However, the Hon’ble Supreme Court modified the directions given by SEBI [WTM] and endorsed by SAT and passed the following directions:
“1. Saharas (SIRECL & SHICL) would refund the amounts collected through RHPs dated 13.3.2008 and 16.10.2009 along with interest @ 15% per annum to SEBI from the date of receipt of the subscription amount till the date of repayment, within a period of three months from today, which shall be deposited in a Nationalized Bank bearing maximum rate of interest.
2. Saharas are also directed to furnish the details with supporting documents to establish whether they had refunded any amount to the persons who had subscribed through RHPs dated 13.3.2008 and 16.10.2009 within a period of 10 (ten) days from the pronouncement of this order and it is for the SEBI (WTM) to examine the correctness of the details furnished.
3. We make it clear that if the documents produced by Saharas are not found genuine or acceptable, then the SEBI (WTM) would proceed as if the Saharas had not refunded any amount to the real and genuine subscribers who had invested money through RHPs dated 13.3.2008 and 16.10.2009.
4. Saharas are directed to furnish all documents in their custody, particularly, the application forms submitted by subscribers, the approval and allotment of bonds and all other documents to SEBI so as to enable it to ascertain the genuineness of the subscribers as well as the amounts deposited, within a period of 10 (ten) days from the date of pronouncement of this order.
5. SEBI (WTM) shall have the liberty to engage Investigating Officers, experts in Finance and Accounts and other supporting staff to carry out directions and the expenses for the same will be borne by Saharas and be paid to SEBI.
6. SEBI (WTM) shall take steps with the aid and assistance of Investigating Authorities/Experts in Finance and Accounts and other supporting staff to examine the documents produced by Saharas so as to ascertain their genuineness and after having ascertained the same, they shall identify subscribers who had invested the money on the basis of RHPs dated 13.3.2008 and 16.10.2009 and refund the amount to them with interest on their production of relevant documents evidencing payments and after counter checking the records produced by Saharas.
7. SEBI (WTM), in the event of finding that the genuineness of the subscribers is doubtful, an opportunity shall be afforded to Saharas to satisfactorily establish the same as being legitimate and valid. It shall be open to the Saharas, in such an eventuality to associate the concerned subscribers to establish their claims. The decision of SEBI (WTM) in this behalf will be final and binding on Saharas as well as the subscribers.
8. SEBI (WTM) if, after the verification of the details furnished, is unable to find out the whereabouts of all or any of the subscribers, then the amount collected from such subscribers will be appropriated to the Government of India.
9. We also appoint Mr. Justice B.N. Agrawal, a retired Judge of this Court to oversee whether directions issued by this Court are properly and effectively complied with by the SEBI (WTM) from the date of this order. Mr. Justice B.N. Agrawal would also oversee the entire steps adopted by SEBI (WTM) and other officials for the effective and proper implementation of the directions issued by this Court. We fix an amount of Rs.5 lakhs towards the monthly remuneration payable to Mr. Justice B.N. Agrawal, this will be in addition to travelling, accommodation and other expenses, commensurate with the status of the office held by Justice B.N. Agrawal, which shall be borne SEBI and recoverable from Saharas. Mr. Justice B.N. Agrawal is requested to take up this assignment without affecting his other engagements. We also order that all administrative expenses including the payment to the additional staff and experts, etc. would be borne by Saharas.
10. We also make it clear that if Saharas fail to comply with these directions and do not effect refund of money as directed, SEBI can take recourse to all legal remedies, including attachment and sale of properties, freezing of bank accounts etc. for realizations of the amounts.
11. We also direct SEBI (WTM) to submit a status report, duly approved by Mr. Justice B.N. Agrawal, as expeditiously as possible, and also permit SEBI (WTM) to seek further directions from this Court, as and when, found necessary.”
4. SIRECL failed to comply with direction no. 4 aforementioned as it did not submit any of the documents enumerated thereunder to SEBI within the period of 10 days as required under the said direction to enable SEBI [WTM] to ascertain the genuineness of the subscribers as well as the amounts deposited. Under direction No. 6, SEBI [WTM] was required to verify the genuineness of the subscribers and the amount deposited by them with the aid and assistance of the persons enumerated thereunder in case the documents would have been submitted in accordance with direction no. 4. According to direction no. 7, if upon verification of the documents aforementioned, SEBI [WTM] found that the genuineness of the subscribers was doubtful, he was required to give an opportunity to SIRECL to establish their genuineness. Under direction no. 8, in case the SEBI [WTM], after verification of the details furnished, was unable to find out the whereabouts of all or any of the subscribers, then the amounts collected from such subscribers were liable to be appropriated to the Government of India. As mentioned above, no documents were furnished by SIRECL within the stipulated 10 days period.
5. In the common order dated 31.08.2012, direction no. 2 required SIRECL to furnish details with supporting documents to establish as to whether SIRECL (and SHICL) had refunded any amount, within 10 days i.e. by 10.09.2012. This direction was not complied with. By an order dated 5.12.2012, the Hon’ble Supreme Court granted 15 days to SIRECL (and SHICL) to furnish documents pertaining to refunds made. SIRECL (and SHICL) submitted documents in 127 trucks which even according to them contained only 75% of the entire documents required to be submitted. Despite SEBI setting out the manner in which the documents should be furnished, the documents that were delivered to SEBI were found to have been hopelessly mixed up whereby the application forms and the redemption vouchers appear to have been deliberately separated. This was also noted in the third status report filed by SEBI [WTM] and duly approved by Hon’ble Justice B.N. Aggarwal Direction 3 states that if the documents are not found to be genuine or acceptable then SEBI [WTM] would proceed as if Saharas had not refunded any amount to the real and genuine subscribers who had invested money through RHPs dated 13.3.2008 and 16.10.2009. Since, the documents are not furnished in the manner prescribed by SEBI and further they have been hopelessly mixed up making it virtually impossible to correlate the debenture holders and the redemption vouchers. The documents are, therefore, not acceptable and direction no. 3 shall apply accordingly.
6. SIRECL and SHICL also did not comply with the directions issued by the Supreme Court in its order dated 31.08.2012 for making the deposit on or before 30.11.2012. Just before this date they filed Appeal No. 221 of 2012 before SAT and that Appeal was dismissed on 29.11.2012. Against this order, SIRECL and SHICL filed an Appeal being CA No. 8643 of 2012 before the Hon’ble Supreme Court of India.
7. The said Appeal was disposed by the Hon’ble Court on 05.12.2012 with the following directions:-
“(I) The appellants shall immediately hand over the Demand Drafts, which they have produced in Court, to SEBI, for a total sum of Rs. 5120/- Crores and deposit the balance in terms of the order of 31st August, 2012, namely, Rs. 17,400/- Crores and the entire amount, including the amount mentioned above, together with interest at the rate of 15 per cent, per annum, with SEBI, in two installments. The first installment of Rs. 10,000/-Crores, shall be deposited with SEBI within the first week of January, 2013. The remaining balance, along with the interest, as calculated, shall be deposited within the first week of February, 2013. The time for filing documents in support of the refunds made to any person, as claimed by the appellants, is extended by a period of 15 days. On receipt of the said documents, SEBI shall implement the directions contained in the order passed on 31st August, 2012. In default of deposit of the said documents within the stipulated period, or in the event of default of deposit of either of the two installments, the directions contained in paragraph 10 of the aforesaid order dated 31st August, 2012, shall immediately come into effect and SEBI will be entitled to take all legal remedies, including attachment and sale of properties, freezing of bank accounts etc. for relisation of the balance dues.”
8. Thus, on a combined reading of the two orders of the Hon’ble Supreme Court, it is clear that the amounts that were to be refunded to the investors should have been deposited as per the following directions in the order dated 05.12.2012 passed by this Court:-
i. A sum of Rs. 5120 crores by way of a demand drafts [which were produced in court] were to be handed over immediately to SEBI
ii. The first instalment of Rs. 10,000 crores to be deposited within 1st week of January, 2013; and
iii. Remaining balance, along with interest to be deposited within 1st week of February, 2013.
9. SIRECL has neither paid the amounts on or before 30.11.2012, as required in terms of order dated 31.08.2012, nor did they pay the first and second installments mentioned above and, therefore, has failed to comply with the orders of the Hon’ble Supreme Court in CA Nos. 9813 and 9833 of 2011 and 8643 of 2012. SIRECL has also failed to comply with direction nos. 2 and 4 contained in the order dated 31.08.2012, as stated above. Consequently, SEBI is constrained to take necessary action by passing this order in terms of direction No. 10 contained in the order dated 31.08.2012 passed by the Hon’ble Supreme Court and reiterated in the order dated 05.12.2012 for attachment and sale of properties and freezing of bank accounts, etc.
10. It may be noted that against the order of SAT passed on 18.10.2011, C. A. Nos. 9813 of 2011 and 9833 of 2011 were filed by SIRECL and SHICL before the Hon’ble Supreme Court wherein by an order dated 28.11.2011, the Hon’ble Supreme Court noted that SIRECL had been directed to refund Rs. 17,400 crores approximately on or before 28.11.2011. The amount to be refunded by Sahara Housing Investment Corporation Ltd. was Rs. 6843 crores against whom a separate order is being passed. In the same order dated 28.11.2011, the Hon’ble Supreme Court extended the period for refund upto 09.01.2012″. At the same time, SIRECL and SHICL were directed to put on affidavit the following information:-
“(a) Application of the funds, which they have collected from the Depositors;
(b) Networth of the Companies which have received these deposits;
(c) Particulars of assets of the said Companies against which the liability has been created. For that purpose, the appellants will produce the requisite financial statements consisting of the Balance Sheet and Profit and Loss Account of the year ending 31st March, 2011 and the Statement of Account upto 30th November, 2011;
(d) The Affidavit will indicate how the said Companies seeks to secure the liabilities which the Companies have incurred and how they will protect the debentureholders;
(e) If Returns have been filed under Income Tax Act, 1961, the same may be annexed to the Affidavit to be filed.”
11. In pursuance of these directions, SIRECL filed an affidavit before the Hon’ble Supreme Court on 04.01.2012 which stated that the total amounts collected upto 13.04.2011 was Rs. 19,400 crores through three types of bonds. After taking into account, the premature redemptions on account of death and unsecured loans, a sum of Rs. 17,051 crores was stated to have been invested in the following manner: –
TABLE – A
|
Sl. No. |
Details of Application of Funds |
Amount (Rs. in Crores) |
|
1 |
Development rights in land owned by Aamby Valley Ltd. (part of the Sahara Group of Companies). |
3,459 |
|
2 |
Development Rights in 186 acres of land at prime location in Delhi, near Gurgaon, Haryana owned by Sahara Group Entities. |
1,436 |
|
3 |
33% stake in 106 acres of land at Versova Project, Mumbai owned by Sahara India Commercial Corporation Ltd. |
1,848 |
|
4 |
90% to 95% stake in 64 Special Purpose Vehicles (partnership firms) of Sahara Group having 64 projects in 64 cities / towns throughout India. (Total land area 4,378 acres – valuation of these projects is Rs. 21,631 crores as per Valuation Report.) |
1,105 |
|
5 |
(A) 40% stake in 4 city home projects in 4 cities /towns on identified land parcels admeasuring 318 acres owned by the Sahara group entities – valuation Rs.888 crores.(B) 50% stake in 15 city home projects in 15 cities / towns on identified land parcels admeasuring 1,751 acres owned by Sahara group entities – valuation Rs. 5,192 crores. |
180 |
|
6 |
30% stake in project at Village-Ujariyaon and Jiyamau Tehsil & District – Lucknow on identified land parcels comprising of 170 acres of land in respect whereof licence to develop residential and commercial buildings (other than on green belt area admeasuring about 40 acres) has been granted by Nagar Nigam, ( a Municipal body) infavour of Sahara India Commercial Corporation Ltd. |
1,000 |
|
7 |
100% “stake” by way of holding equity shares of 60 entities having lands measuring 515 acres at 16 locations in various cities/towns in India. Valuation Rs. 3,138 crores. |
532 |
|
8 |
100% stake in 2 entities having development rights in identified parcels of land measuring 196 acres and 56 acres of land at Vasai and Malegaon. Valuation Rs. 2,421 crores. |
62 |
|
9 |
Stake in Aamby Valley Ltd. (acquisition of 22.05 crore equity shares constituting 40.40% of the total equity share capital. Valuation of lands owned and held by Amby Valley Ltd. and its subsidiaries Rs.40,460 crores) |
5,207 |
|
10 |
Units of mutual funds as on 30.11.2011 |
23 |
|
1.1 |
Investments in partnership firms belonging to Sahara Group. |
125 |
|
12 |
Loans and Advances (other than to OFCD holders) as of 30th November, 2011. |
204 |
|
13 |
Cash and Bank balances, and other current receivables as on 30th November, 2011. |
1,655 |
12. SIRECL further stated that the investments were all made within the SAHARA group and all these companies, firms, etc. would ensure and undertake repayment of the said sum of Rs. 17,051 crores in the event of default by SIRECL. It may be noted here that the Sahara Group represents a single economic entity and SIRECL is part of that entity. While filing the affidavit dated 4.01.2012, SIRECL has not mentioned the nature of the “development rights” and what constitutes a “stake”. Similarly, the names of the “special purpose vehicles” have also not been disclosed with the necessary particulars. At the same time, these investments constitute assets of SIRECL and are liable to be attached and brought to sale in terms of direction no. 10 of the order of the Hon’ble Supreme Court dated 31.08.2012 as reiterated in the order dated 05.12.2012. It is also the responsibility of SIRECL and the group companies/firms/special purpose vehicles to ensure that the amounts collected by the OFCDs are refunded in terms of the undertaking given to the Hon’ble Supreme Court. The amounts invested in the said companies/firms/special purpose vehicles from the proceeds of the OFCDs mentioned in the Table “A” above are liable to be refunded/paid directly to SEBI for carrying out the directions in the order dated 31.08.2012 passed by the Hon’ble Supreme Court and the subsequent order passed on 5.12.2012.
13. Although SIRECL (and SHICL) have deposited Rs. 5120 crore, they have now claimed that only Rs. 2620 crores remained to be refunded and a sum of Rs. 19400 crores has been paid to the debenture holders by way of redemption. However, in the affidavit dated 04.01.2012, it was stated that for the financial year 2012-2013, the amount that was liable to be paid by SIRECL was only Rs. 273 crores towards Nirman Bonds. These averments were made and the undertakings were given to get interim orders and assure the Hon’ble Supreme Court that no substantial amounts were required to be repaid in the immediate future to the debenture holders and that all the amounts collected were invested only in Sahara Group companies and the interest of the debentureholders was safe and secure. Annexure 2 of the statement filed in I.A. No. 67 in C.A. No. 9813 states that the principal outstanding as on 01.05.2012 towards the Abode, Nirmaan and Real Estate Bonds is Rs. 8384, Rs. 1520 and Rs. 7093 crores, respectively. It was also stated that no premature redemption is permissible for Abode bonds and Real Estate bonds. Thus, more than Rs. 15,000 crores was not capable of being redeemed at all. Moreover, no refund or redemption could have been made after 31.08.2012 and the entire amount collected by SIRECL through the RHP dated 13.03.2008 with interest @ 15% per annum is liable to be refunded to SEBl as directed by the Hon’ble Supreme Court.
14. In view of the above, all the assets mentioned in Serial nos.1 to 9 of Table ‘A’, of SIRECL viz investments in Group Companies, group entities, Special Purpose Vehicles and partnership firms belonging to Sahara Group and the investments mentioned at S. Nos. 10 and 11 in Table ‘A’ are liable to be attached. Therefore, in accordance with the directions of the Hon’ble Supreme Court in order dated 31.08.2012 and 05.12.2012, I hereby pass the following orders of attachment and directions:
A. Order of attachment:
(i) Attachment of the development rights, in the land owned by Aamby Valley Limited (part of the Sahara Group of Companies) admeasuring about 707 acres(having FSI of about 80.84 lakh sq. fts) comprising of various identified parcels of land in village Pomgaon District Mulshi, Pune, Maharashtra and purchased for a consideration of Rs. 3459 crores. The details of the lands, location and area are set out in Annexure 1 and the same shall form part of this order. This Annexure 1 is a photocopy of Annexure B-1 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(ii) Attachment of the development rights, in identified parcels of land admeasuring about 186 acres at prime loacations in Delhi near Gurgaon, Haryana including (small part of land in Delhi) in village Chaouma which parcels of land are inter-alia owned and developments right held therein by Sahara group entities or in which development rights are held by various Sahara group entities, and purchased for a consideration of Rs.1436 crores. The details of the lands, location and area are set out in Annexure 2 and the same shall form part of this order. This Annexure 2 is a photocopy of Annexure B-2 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(iii) Attachment of “33% stake” in Versova Project comprising of 106 acres of identified parcel of land at prime location bearing survey no. 161 (pt), CTS No. 1/A/167 (pt) at village Phadi, Goregaon (West) at Versova (adjacent to Lokhandwala), Mumbai, owned by Sahara India Commercial Corporation Limited, purchased for a consideration of Rs. 1848 crores.
(iv) Attachment of 90% to 95% stake in 64 special purpose vehicles (partnership firms) of Sahara group having 64 projects in 64 cities/towns throughout India on identified land parcels admeasuring in aggregate 4378 acres inter-alia owned and development rights held therein by Sahara group entities or in which developments rights are held by various Sahara group entities and purchased for a consideration of Rs. 1105 crores. The details of the lands, location and area are set out in Annexure 3 and the same shall form part of this order. This Annexure 3 is a photocopy of Annexure B-3 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(v) Attachment of “40 % stake” in 4 city homes project/towns on identified land parcels in aggregate admeasuring 318 acres inter-alia owned and development rights are held therein by Sahara Group entities or in which development rights are held by various Sahara group entities and attachment of “50% stake” in 15 City Home Projects in fifteen cities/towns on identified land parcels in aggregate admeasuring 1751 acres inter alia owned and development rights held therein by Sahara Group entities or in which development rights are held by various Sahara Group entities, which are purchased for a consideration of Rs. 180 crores. The details of the lands, location and area are set out in Annexure 4 and Annexure 5. respectively and the same shall form part of this order. These Annexure 4 and Annexure 5 are photocopies of Annexure B-5 and Annexure B-6, respectively, that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. These photocopies are to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(vi) Attachment of “30% stake” in project at Village – Ujariyaon and Jiyamau Tehsil and District – Lucknow on identified land parcels comprising of 170 acres of land in respect whereof license to develop residential and commercial buildings (others than on green belt area admeasuring about 40 acres) has been granted by Nagar Nigam, in favour of Sahara India Commercial Corporation Ltd. and purchased for a consideration of Rs. 1000 crores The details of the lands, location and area are set out in Annexure 6 and the same shall form part of this order. This Annexure 6 is a photocopy of Annexure B-7 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(vii) Attachment of “100% stake” by way of holding of equity shares of 60 entities having parcels of land admeasuring 515 acres at 16 locations at various cities/towns in India and purchased for a consideration of Rs. 532 Crores. The details of the lands, location and area are set out in Annexure 7 and the same shall form part of this order. This Annexure 7 is a photocopy of Annexure B-8 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(viii) Attachment of “100% stake” in two entities holding development rights in the identified parcels of land admeasuring about 196 acres and 56 acres of land at Vasai and Malegaon, Maharashtra, respectively, and purchased for a consideration of Rs. 62 crore. The details of the lands, location and area are set out in Annexure 8 and the same shall form part of this order. This Annexure 8 is a photocopy of Annexure B-9 that was filed by SIRECL with the affidavit dated 4.01.2012 before the Hon’ble Supreme Court. This photocopy is to ensure that there is no variation in the survey nos. or other details with regard to the parcels of land.
(ix) Attachment of 22,05,64,045 equity shares (about 40.40%) of Rs. 10 each of Aamby Valley Limited, unlisted public company purchased in consideration of Rs. 5207 crores.
(x) Attachment of units of mutual funds valued at Rs. 23 crores as on 30.11.2011 and mentioned in S. No. 10 of Table ‘A’ enumerated in para 11 above.
(xi) Attachment of all bank/demat accounts and investments of Sahara India Real Estate Corporation Limited in all the branches of all the banks. Consequently, all banks are directed to transfer the entire amount to SEBI-SAHARA REFUND Account No. 012210110003740 held with Bank of India, BKC Branch, Mumbai.(IFSC Code No. BKID0000122).
(xii) Attachment of all other immoveable properties owned and/ or held by Sahara India Real Estate Corporation Ltd. with immediate effect and further directing it not to alienate, dispose or in any manner encumber the same. Sahara India Real Estate Corporation Ltd. is also directed to furnish full details of all such properties to SEBI within 21 days from the date of this order;
(xiii) Attachment of all the movable properties owned and/or held by Sahara India Real Estate Corporation Ltd. and restraining it from alienating, disposing or encumbering same.
B. Directions:
(i) Sahara India Real Estate Corporation Limited is directed to furnish details of investments, if any, other than those enumerated above, within 21 days from the date of this order.
(ii) Sahara India Real Estate Corporation Ltd. is restrained, with immediate effect, from operating its accounts with all the branches of all the banks and withdrawing any investment made therein.
(iii) Sahara India Real Estate Corporation Limited is restrained from operating any demat account or redeeming any of the mutual fund units owned and/or held by it.
(iv) Sahara India Real Estate Corporation Ltd. is directed to furnish the details pertaining to nature of development rights, names of special purpose vehicles and what constitutes “stake” and the details of companies, firms etc., as enumerated in the affidavit and the annexures filed before the Hon’ble Supreme Court on 04.01.2012, within 21 days from the date of this order.
(v) Sahara India Real Estate Corporation Ltd. is directed not to dispose of the units of mutual funds valued of Rs. 23 crores as on 30.11.2011(as mentioned in SI. No. 10 of Table ‘A’ enumerated in paragraph 10 above);
(vi) Sahara India Real Estate Corporation Ltd. is directed to recover its investments in partnership firms belonging to the Sahara Group to the extent of Rs. 125 crores mentioned in S. No. 11 of Table ‘A, in para 10 above, as well as loans and advances of Rs. 204 crores as on 30.11.2011, as mentioned in S. No. 12 of Table ‘A’ in para 10 above and deposit the proceeds thereof with SEBI;
(vii) Sahara India Real Estate Corporation Ltd. is directed to immediately deposit cash and bank balances and fixed deposits in its name with SEBI of Rs. 1655 crores as mentioned in SI. No. 13 of Table ‘A’ as enumerated in para 10 above.
(viii) Sahara India Real Estate Corporation Ltd. is directed not to transfer any shares held by it in any company, to any person.
(ix) Sahara India Real Estate Corporation Limited is directed to deposit with SEBI, share certificates representing the purchase of 22, 05,64,045 shares of Aamby Valley Limited a consideration of Rs. 5207 crore .
15. Necessary orders for sale shall be passed in due course after getting full particulars about various assets which stand attached above.
16. Attachment and Directions with regard to Shri Subrata Roy Sahara, Ms Vanadana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary:
i. In its order dated 23.06.2011, SEBI had inter alia noted that Shri Subrata Roy Sahara, apart from being the founder of Sahara India Group is admittedly a major shareholder, holding about 70% of the capital in both SIRECL and SHICL and that he can be reasonably regarded as a person in accordance with whose directions or instructions, the Board of Directors of the two companies were accustomed to act and therefore would fall within the ambit of “officer in default”. Furthermore, with 70% ownership or holding in the two companies, he is definitely in a position of control and has the power to direct the management policy and appoint the majority of directors in the Board. Therefore, Shri Subrata Roy Sahara was also made liable along with the other directors of these companies viz. Ms Vandana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary.
ii. Consequently, para 28.1 (1)of the above order of SEBI(WTM) also made Shri Subrata Roy Sahara, Ms Vandana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary jointly and severally liable to refund the monies collected through the RHP’s issued in March 2008 and October 2008 together with interest at 15% per annum.
iii. The appeals filed by the above named individuals along with the two companies before the SAT were dismissed on 18.10.2011 and all the appellants were directed to refund the amounts collected from the investors on the terms as set out by the SEBI (WTM) in his order dated 23.06.2011 within 6 weeks from 18.10.2011.
iv. All the appeals filed by the above individuals and the two companies before the Hon’ble Supreme Court were dismissed on 31.08.2012 and the orders passed by SEBI (WTM) dated 23.6.2011 and SAT dated 18.10.2011 were, on facts as well as on law, affirmed and accordingly upheld. Consequently, Shri Subrata Roy Sahara, Ms Vandana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary are jointly and severally liable to refund the amounts collected through the RHPs with interest at 15% per annum as directed by SEBI (WTM) and affirmed by the orders of SAT and the judgment and order of the Hon’ble Supreme Court.
v. Therefore, I direct the freezing of all the bank accounts/demat accounts of Shri Subrata Roy Sahara, Ms Vandana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary with immediate effect.
vi. I further direct the attachment of all movable and immovable properties standing in the names of Shri Subrata Roy Sahara, Ms Vandana Bhargava, Shri Ravi Shanker Dubey and Shri Ashok Roy Choudhary with immediate effect. These individuals are directed to furnish details of all movable and immovable properties standing in their names within 21 days from the date of this order. Pending furnishing of this information, these individuals are restrained from alienating, disposing or in any manner encumbering the movable and immovable properties standing in their individual names.
17. A copy of this order be sent to the Reserve Bank of India and the Enforcement Directorate.
18. This order shall come into force with immediate effect.
GOOD STEPS BY SEBI
IN LAST 2.5 DECADE’S SO MANY PUNTER’S COMPANY VANISH WITH PUBLIC MONEY BY PUBLIC ISSUE AND ANY HOW THEY HAVE DE LISTED COMPANY BY BREACHING EXCHANGE RULE TAKE ACTION ON THEM PUNISH THEM AND RECOLLECT PUBLIC AMOUNT FROM PROMOTERS PRIVATE CAPITAL AND ASSETS