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Markets regulator <keyword id="19901201" type="General" weightage="100" keywordseo="Sebi" source="keywords" meta.keywordsubtype="org" meta.entityname="Sebi" meta.hostid="153" meta.entityid="Sebi">SEBI</keyword> on Thursday abolished the requirement of a mandatory <keyword id="20351202" type="General" weightage="20" keywordseo="security-deposit" source="keywords">security deposit</keyword> with the exchanges before a public issue in a bid to facilitate <keyword id="19996629" type="General" weightage="20" keywordseo="ease-of-doing-business" source="keywords">ease of doing business</keyword> for issuer companies. The move will be applicable with immediate effect, the Securities and Exchange Board of India (SEBI) said in a circular. Before this, any company that is looking to launch a public issue of equity shares has to deposit with the stock exchanges an amount equal to 1% of the issue size. The deposit was returned to the company after the public issue. "In order to facilitate ease of doing business to issuer company, the requirement to deposit 1% of the issue size available for subscription to the public with the designated stock exchange by the issuer company under... SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (<keyword id="20482637" type="General" weightage="20" keywordseo="ICDR-Regulations" source="keywords">ICDR Regulations</keyword>) has been dispensed with," SEBI said. In February, the Securities and Exchange Board of India (SEBI) floated a <keyword id="20855023" type="General" weightage="20" keywordseo="consultation-paper" source="keywords">consultation paper</keyword> proposing that the requirement of a 1% security deposit for public or rights issues should be done away with. Explaining the rationale behind the move, the regulator stated that the requirement of a 1% security deposit was put in place for public/rights issues so that an issuer resolves <keyword id="23458682" type="General" weightage="20" keywordseo="investor-complaints" source="keywords">investor complaints</keyword> relating to the transaction, such as for refund of application money, allotment of securities, and dispatch of certificates. However, considering various reforms and the present framework for public or rights issues such as application through ASBA (<keyword id="24090393" type="General" weightage="20" keywordseo="Application-Supported-by-Blocked-Amount" source="keywords">Application Supported by Blocked Amount</keyword>) <keyword id="24090394" type="General" weightage="20" keywordseo="UPI-mode-of-payment" source="keywords">UPI mode of payment</keyword>, mandatory allotment in demat, among others, the concerns relating to post-issue investor complaints regarding refund of application money and non-dispatch of physical certificates do not arise, it added.

SEBI abolishes 1% security deposit requirements in public issues, to be effective immediately

Three years after rival <keyword id="19901323" type="General" weightage="20" keywordseo="Zomato" source="keywords" meta.keywordsubtype="org" meta.entityname="Zomato" meta.hostid="261" meta.entityid="Zomato">Zomato</keyword> went public, raising Rs 9,375 crores, food and grocery delivery behemoth Swiggy is set to open for subscription on the Indian bourses between November 6th and 8th, 2024. Looking to raise Rs 11,327.43 crore from the markets, Swiggy has set a price band of Rs 371 to Rs 390 per share. The company is targeting a valuation of $11.3 billion, around 25% down from its initial target of $15 billion. The issue comprises Rs 4,499 crore worth of fresh issue, with the remaining Rs 6,828.43 crore coming via <keyword id="19951016" type="General" weightage="20" keywordseo="OFS" source="keywords">OFS</keyword> (offer for sale), with stakeholders like <keyword id="20294899" type="General" weightage="20" keywordseo="Prosus" source="keywords" meta.keywordsubtype="org" meta.entityname="Prosus" meta.hostid="261" meta.entityid="Prosus">Prosus</keyword> offloading about 5.2% of their stakes, which could translate into proceeds worth $510 million. The offer will conclude on November 8, and listing is tentatively scheduled for November 13, 2024. Other stakeholders who will be participating in the OFS at the present valuation include <keyword id="20064356" type="General" weightage="20" keywordseo="Accel" source="keywords" meta.keywordsubtype="org" meta.entityname="Accel" meta.hostid="261" meta.entityid="Accel">Accel</keyword>, which will sell around $60 million worth of their stake. Elevation Capital and Tencent's stake sale could earn them up to $30-35 million each. Swiggy's CEO <keyword id="20304807" type="General" weightage="20" keywordseo="Sriharsha-Majety" source="keywords">Sriharsha Majety</keyword> and co-founder Nandan Reddy are also expected to offload their shares. Currently, they hold 6.23% and 1.76% stakes in the company, respectively. The sale of around 0.1% stake by each is expected to earn them about $14 million in total. Notably, the company does not have any identifiable promoters, as per SEBI ICDR Regulations and the Companies Act 2013. From funds raised via IPO, the company plans to allot Rs 1,648 million for repaying borrowings made by its subsidiary, Scootsy. The app, which operated independently of Swiggy, offered <keyword id="20299302" type="General" weightage="20" keywordseo="food-delivery" source="keywords">food delivery</keyword> services from a selected list of high-end bakeries and restaurants in the city. Notably, Swiggy had acquired Scootsy in 2018 at a reported valuation of Rs 50 crore. However, Swiggy's foray into the premium-food delivery segment did not pan out well, and the company decided to shut Scootsy in 2020. However, per the company's RHP (red herring prospectus), Swiggy is planning to reinvest and revive Scootsy for extending their dark store network and making lease/license payments for the same. About Rs 11,787 million would be utilised for expanding Swiggy's dark store network for its quick commerce wing, <keyword id="20255906" type="General" weightage="20" keywordseo="Instamart" source="keywords">Instamart</keyword>. Swiggy has also allocated Rs 11,153 million for enhancing the brand's visibility and outreach. <h2>Negative cash flows from operations</h2>The company has only incurred net losses since its inception in 2014. However, the company's annual losses as a percentage of its revenue from operations has come down in the recent years. From 63.61% in 2022 to 20.90% in 2024, the losses as part of its revenue from operations further narrowed to 18.96% for the quarter ended June 30, 2024. Moreover, Scootsy is yet to receive requisite registrations and approvals for each of the dark store it intends to set up. It does not help that Scootsy has not run into greens over the past 2-3 years. The subsidiary had incurred losses worth Rs 2,953.5 million, which have burgeoned to Rs 4,239.72 million in FY24. Swiggy also lags behind its rival Zomato in terms of monthly transacting users (MTU), along with many other key financial and operational metrics. Zomato has a wider, pan-India presence, commanding a 57% <keyword id="20038792" type="General" weightage="20" keywordseo="market-share" source="keywords">market share</keyword> in FY24. Compared to this, Swiggy's market share stood at 43% during the same period. As of FY24, Swiggy's MTUs, at 12.7 million, are about 31% lower than Zomato's MTU of 18.4 million.

Swiggy sets IPO price band between Rs 371-390/share; offer likely to open on November 6th. Here's all you need to know

<keyword id="19901201" type="General" weightage="100" keywordseo="Sebi" source="keywords">SEBI</keyword> on Thursday proposed providing additional time for disclosure of litigations or disputes involving claims against the <keyword id="20637953" type="General" weightage="20" keywordseo="listed-firms" source="keywords">listed firms</keyword> and allowing companies to conduct virtual or hybrid shareholder meetings on a permanent basis. The markets watchdog has also suggested additional time for disclosure of the outcome of the board meeting that concludes after trading hours. Additionally, the securities markets regulator has recommended combining pre-issue advertisement and price band advertisement as a single advertisement, proposed disclosing certain information with a quick response (QR) code link and proposed disclosure of pre-issue shareholding and post-issue shareholding for promoter, promoter group and additional top 10 shareholders. The proposals, based on the recommendations of an expert committee chaired by SK Mohanty, former whole-time Member of SEBI, aimed at facilitating ease of doing business, bringing in clarity and reducing the overall <keyword id="20380188" type="General" weightage="20" keywordseo="compliance-burden" source="keywords">compliance burden</keyword>, including the cost of compliance while effectively balancing investor protection. The committee has submitted its recommendations on the LODR (Listing Obligations and <keyword id="22205347" type="General" weightage="20" keywordseo="disclosure-requirement" source="keywords">Disclosure Requirement</keyword>s) rule and ICDR (Issue of Capital and Disclosure Requirement) norms and on harmonisation of the provisions of the ICDR and LODR norms. The Securities and Exchange Board of India (SEBI) has sought comments from the public till July 17 on the recommendations made by the committee. In its consultation paper, SEBI proposed that the filing done on one stock exchange be automatically disseminated to other stock exchanges using an API-based integration that is being jointly developed by stock exchanges. Additionally, SEBI has proposed system-driven disclosure of certain filings like <keyword id="22205349" type="General" weightage="20" keywordseo="shareholding-patterns" source="keywords">shareholding patterns</keyword>, revision in credit ratings and suggested that the requirement of publishing detailed advertisements in newspapers for financial results should be made optional for listed entities. With respect to the information already made available on the website of stock exchanges, it has been suggested that listed entities should provide curated links on their website instead of uploading all the information. To minimise the number of periodic filings that are required to be done by a listed entity, it has been recommended to merge the periodic filings under the LODR into two broad categories -- integrated filing (governance) consisting of corporate governance report, statement on redressal on investor grievance and integrated filing (financial) comprising financial results, statement of deviation in use of proceeds and <keyword id="21515215" type="General" weightage="20" keywordseo="related-party-transactions" source="keywords">related party transactions</keyword>. The timeline for integrated filing for governance and integrated filing for financial should be within 30 days and 45 days, respectively, from the end of the quarter. On the timeline to fill up vacancies in board committees, SEBI suggested providing a timeline of three months to fill up vacancies in board committees. Further, time taken for regulatory, statutory or government approvals should be excluded from the timeline specified for obtaining shareholders' approval for the appointment or reappointment of director of a listed entity. With regards to promoters and controlling shareholders, the regulator has suggested streamlining the process of reclassification of promoter or promoter group entities of a listed entity, introducing an obligation on promoter, promoter group, directors and key managerial personnel to disclose relevant information to the listed entity for ensuring compliance with LODR rules. Also, it has been recommended to permit listed entities to conduct virtual or hybrid shareholder meetings on a permanent basis. With regard to related party transactions (RPTs), SEBI proposed exempting transactions which are uniformly applicable or offered to all shareholders public from the definition of RPT. In addition, it has suggested exempting payment of remuneration and sitting fees to director, key managerial personnel or senior management, except those who are part of a promoter or promoter group, from the requirement of audit committee approval and half-yearly disclosures. SEBI has suggested exempting transactions like payment of statutory dues, fees or charges to the government, and transactions between two public sector companies from approval requirements for RPTs. To strengthen corporate governance at listed entities, SEBI has suggested voluntary provisions relating to enhancing diversity in the institution of independent directors, increasing the number of meetings of independent directors and expanding the applicability of risk management committees. It proposed mandating compliance officers to be designated as key managerial personnel and to be a whole-time employee not one level below the board of directors. The regulator proposed introducing provisions relating to appointment, reappointment, removal and disqualifications for secretarial auditors of a listed entity. With regards to ICDR, SEBI has suggested permitting issuers to voluntarily disclose pro-forma financials in public issues, rights issues and for qualified institutional placements (QIPs). The regulator has suggested permitting issuers to obtain the certificate for utilisation of the loan from a peer-reviewed chartered accountant.

SEBI proposes to ease disclosure requirement for listed firms

Markets regulator <keyword id="35210" type="General" weightage="20" keywordseo="Sebi" source="Orion">SEBI</keyword> on Tuesday said it has recovered pending dues worth Rs 6.57 crore from Sahara India Real Estate Corporation, its chief <keyword id="31933" type="General" weightage="80" keywordseo="subrata-roy" source="Orion">Subrata Roy</keyword>, and others in the case pertaining to flouting norms in issuance of optionally fully convertible debentures. "In view of the payment of the amount of Rs 6.57 crore due under the certificate, the said certificate is hereby completed," the Securities and Exchange Board of India (SEBI) said in its recovery order. The amount included interest and other charges. The regulator in December ordered the attachment of bank and demat accounts of Sahara India Real Estate Corporation (now known as Sahara Commodity Services Corporation), Subrata Roy, <keyword id="1595961" type="General" weightage="50" keywordseo="ashok-roy-choudhary" source="Orion">Ashok Roy Choudhary</keyword>, Ravi Shanker Dubey and <keyword id="15891249" type="General" weightage="50" keywordseo="vandana-bharrgava" source="Orion">Vandana Bharrgava</keyword> to recover Rs 6.42 crore for violating regulatory norms in the issuance of OFCDs (Optionally Fully Convertible Debentures). This amount included interest, all costs, charges and expenses. The recovery proceedings were initiated against these entities after they failed to pay Rs 6 crore fine imposed on them by SEBI in June 2022. The case relates to the issuance of OFCDs by Sahara India Real Estate Corporation and Sahara Housing Investment Corporation during 2008-09. The companies raised money through the public issue of securities by issuing OFCDs without following the various procedures intended to protect the interest of the investors, in respect of public issues, prescribed under the norms. According to SEBI, the subscription towards the OFCDs was solicited by the two companies from the general public throughout the country, without adequately informing them about the risks involved in the instruments. The issuance was allegedly done in contravention of the provisions of the SEBI's ICDR (Issue of Capital and Disclosure Requirements) Regulations and PFUTP (Prohibition of Fraudulent and Unfair Trade Practices). SEE ALSO: <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/science/news/sky-gazers-in-for-celestial-treat-tonight-with-5-planets-forming-an-arc/articleshow/99063586.cms">Sky gazers in for celestial treat tonight with 5 planets forming an arc</a> <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/stock-market/news/electronic-manufacturing-services-firm-avalon-technologies-865-crore-ipo-to-open-on-april-3/articleshow/99063995.cms">Electronic manufacturing services firm Avalon Technologies’ ₹865 crore IPO to open on April 3</a>

SEBI recovers dues worth ₹6.57 crore from Sahara Group firms, Subrata Roy & others

New Delhi, To ensure more transparency and timely disclosure of material events by listed entities, Sebi on Wednesday decided to amend norms whereby a quantitative threshold will be introduced for determining the materiality of events. Besides, there will be a "stricter timeline for disclosure of material events/ information for which decision has been taken in the meeting of the board of directors (within 30 minutes) and which are emanating from within the listed entity (within 12 hours)," Sebi said in a release. Also, the regulator has decided to do away with the practice of individuals having permanent seats on boards of listed companies. These proposals were cleared by the board of Sebi during its meeting here on Wednesday. "<keyword id="3727797" type="General" weightage="20" keywordseo="market-rumours" source="Orion">Market rumours</keyword> to be verified and confirmed, denied or clarified, as the case may be, by top 100 listed entities by market capitalisation effective from October 1, 2023, and by top 250 listed entities with effect from April 1, 2024," the release said. To bolster corporate governance at listed entities, the regulator said that periodic shareholders' approval will be required for any special right granted to a shareholder of a listed entity to address the issue of the perpetuity of special rights. Periodic shareholders' nod will also be needed for any director serving on the board of a listed entity "to do away with the practice of permanent board seats". Among others, the timeline for submission of the first financial results by newly-listed entities will be streamlined in order to overcome the challenges in the immediate submission of financial results post-listing and to ensure that there is no omission in the submission of financial results. Sebi also said that listed entities will be required to fill up the vacancy of Directors, <keyword id="275825" type="General" weightage="80" keywordseo="compliance-officer" source="Orion">Compliance Officer</keyword>, Chief Executive Officer and Chief Financial Officer within a period of three months from the date of such vacancy to ensure that such critical positions are not kept vacant. In an effort to strengthen the investor grievance redressal mechanism in the securities market, Sebi has decided to operationalise the online dispute resolution mechanism for investors across registered intermediaries and regulated entities. The move comes against the backdrop of an increase in investor participation in the securities market and the emergence of technology aided dispute resolution frameworks. The Online Dispute Resolution (ODR) system would be extended to MII (Market Infrastructure Intermediaries) administered conciliation and arbitration mechanism to registered intermediaries, regulated entities and their investors and clients. Besides, the proceedings would be conducted in a hybrid mode, the dispute resolution process will be streamlined and other measures will be adopted to strengthen the enforcement of awards, the release said. Among others, the Issue of Capital and Disclosure Requirements (ICDR) regulations will be amended to increase transparency and streamline certain issue processes. If underwriting for the shortfall in demand or to cover subscription risk is opted by the issuer, the same has to be disclosed in the offer document prior to the opening of the issue. A listed entity can announce a bonus issue of shares, only after obtaining approval from the stock exchanges for listing and trading of all the pre-bonus securities issued by it. The bonus issue should be made only in dematerialised form, the release said.

Sebi to boost disclosure norms; do away with permanent board seats for individuals

Markets regulator <keyword id="35210" type="General" weightage="100" keywordseo="sebi" source="Orion">Sebi</keyword> has returned the preliminary <keyword id="6354763" type="General" weightage="80" keywordseo="ipo" source="Orion">IPO</keyword> papers of Go <keyword id="6531949" type="General" weightage="80" keywordseo="digit" source="Orion">Digit</keyword> General Insurance Ltd, a firm backed by Canada-based Fairfax Group, and now the company is looking to refile the documents with certain updates. The company had filed the draft red herring prospectus (DRHP) with the Securities and Exchange Board of India (Sebi) in August 2022 to raise funds through an initial public offering (IPO). Go Digit's proposed IPO comprises fresh issuance of equity shares worth Rs 1,250 crore and an offer for sale (OFS) of 10.94 crore equity shares by a promoter and existing shareholders. In the OFS, Go Digit offers to sell 10,94,34,783 equity shares. According to an update with Sebi on Tuesday, the markets regulator has returned the draft papers on January 30. In a statement, the insurance company said the DRHP (Draft Red Herring Prospectus) has been returned in terms of Sebi's ICDR (Issuance of Capital and Disclosure Requirements) rules, which exempts rights granted under employee stock option plans to subsist at the time of filing the draft prospectus, but does not similarly exempt employee stock appreciation rights. The company said it is currently evaluating amendments to its employee stock appreciation rights scheme and will refile its DRHP with Sebi in due course. Cricketer Virat Kohli and his wife and actor Anushka Sharma are among the investors in the firm. Going by the draft papers, the proceeds from the fresh issuance have been proposed to be utilised for the augmentation of the company's capital base and maintenance of solvency levels and general corporate purposes. Go Digit offers motor insurance, health insurance, travel insurance, property insurance, marine insurance, liability insurance, and other insurance products, to meet the needs of the customers. It is one of the first non-life insurers in India to be fully operated on the cloud and has developed application programming interface (API) integrations with several channel partners. SEE ALSO: <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/business/startups/news/shark-tank-india-s2-sharks-back-a-co-founder-but-not-his-company-because-of-a-skewed-equity-structure/articleshow/97690791.cms">Shark Tank India: Judges back a co-founder but not his company due to its unjust equity structure</a> <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/finance/banks/news/k-satyanarayana-raju-appointed-as-new-md-ceo-of-canara-bank/articleshow/97691108.cms">K Satyanarayana Raju appointed as new MD &amp; CEO of Canara Bank</a>

Sebi returns IPO papers of Fairfax backed Go Digit General Insurance, co to refile

Sebi on Monday ordered the attachment of bank and demat accounts of <keyword id="31906" type="General" weightage="50" keywordseo="sahara-group" source="Orion">Sahara Group</keyword> firm, its chief <keyword id="31933" type="General" weightage="100" keywordseo="subrata-roy" source="Orion">Subrata Roy</keyword> and others to recover Rs 6.42 crore for violating regulatory norms in the issuance of optionally fully convertible debentures (OFCDs). The recovery proceedings against five entities -- <keyword id="486078" type="General" weightage="50" keywordseo="sahara-india-real-estate-corporation" source="Orion">Sahara India Real Estate Corporation</keyword> (now known as Sahara Commodity Services Corporation), Subrata Roy, <keyword id="1595961" type="General" weightage="80" keywordseo="ashok-roy-choudhary" source="Orion">Ashok Roy Choudhary</keyword>, Ravi Shanker <keyword id="20551" type="General" weightage="80" keywordseo="dubey" source="Orion">Dubey</keyword> and Vandana <keyword id="15888278" type="General" weightage="80" keywordseo="bharrgava" source="Orion">Bharrgava</keyword> -- for Rs 6.42 crore, includes interest, all costs, charges and expenses, the Securities and Exchange Board of India (Sebi) said in the attachment order. In its notice, Sebi asked all banks, depositories and mutual funds not to allow any debit from accounts of Sahara India Real Estate Corp, Subrata Roy, Ashok Roy Choudhary, Dubey and Bharrgava. However, credits have been permitted. Further, the market watchdog has directed all banks to attach all accounts, including lockers, of the defaulters. The regulator, in its order in June, levied a fine totalling Rs 6 crore on Sahara India Real Estate Corp, Subrata Roy, Ashok Roy Choudhary, Dubey and Bharrgava. The case relates to the issuance of OFCDs by Sahara India Real Estate Corporation and Sahara Housing Investment Corporation during 2008-09. They raised money through the public issue of securities by issuing OFCDs without following the various procedures intended to protect the interest of the investors, in respect of public issues, prescribed under the norms, as per Sebi order. According to Sebi, the subscription towards the OFCDs was solicited by the two companies from the general public throughout the country, without adequately informing them about the risks involved in the instruments. The issuance was allegedly done in contravention of the provisions of the Sebi's ICDR (Issue of Capital and Disclosure Requirements) Regulations and PFUTP (Prohibition of Fraudulent and Unfair Trade Practices). SEE ALSO: <a href="https://www.businessinsider.in/stock-market/news/capital-intensive-cyclical-and-value-stocks-to-continue-their-outperformance/articleshow/95659482.cms">Capital-intensive, cyclical and value stocks to continue their outperformance</a> <a href="https://www.businessinsider.in/thelife/personalities/news/top-five-billionaires-in-2022-elon-musk-gautam-adani-and-bill-gates/articleshow/96509847.cms">After a round of musical chairs, Musk, Gates and Adani are among 2022’s top 5 billionaires</a> <a href="https://www.businessinsider.in/stock-market/news/sah-polymers-ipo-to-open-on-dec-30-price-band-set-at-61-65-a-share/articleshow/96514593.cms">Sah Polymers IPO to open on Dec 30, price band set at ₹61-65 a share</a>

SEBI orders attachment of bank, demat accounts of Sahara group firm, Subrata Roy and others

<keyword id="2808667" type="General" weightage="20" keywordseo="oyo" source="Orion">OYO</keyword>'s parent firm Oravel Stays has refuted all 'allegations' made by <keyword id="2232457" type="General" weightage="20" keywordseo="zostel" source="Orion">Zostel</keyword> Hospitality, which had requested the markets regulator Sebi to reject the draft red herring prospectus filed by OYO for its initial public offering. In a letter to the Securities and Exchange Board of India on October 11, 2021, Zostel had said "the IPO is non-maintainable as Oravel's capital structure is not final" and accordingly "Oravel's filing of the DRHP (Draft Red Herring Prospectus) in the circumstances, is illegal..." The DRHP is replete with material omissions and blatant misstatements, intended to mislead the public to invest in Oravel's shares without an appreciation of the risks involved, it had added. In a letter to Zostel, accessed by PTI, OYO said, "...we deny in toto all the allegations levelled by you against us in the Complaint. The Complaint is replete with patently false statements and self-serving half-truths, and is a deplorable attempt to adversely impact the proposed Offer and coerce the Company into granting Zostel's shareholders an entitlement to shareholding in the company that they failed to obtain in the arbitration proceedings between Zostel, its founders and shareholders and the company and the arbitral award dated March 6, 2021, issued by the sole arbitrator, Justice AM Ahmadi (Retd.)". The company has made adequate disclosures required under the applicable law in the DRHP filed with Sebi. No reasons or grounds, whatsoever, have been made out by you, warranting consideration of rejection of the DRHP or suspension of the proposed offer, it added. "The capital structure of the Company is firm and accurately reflected in the DRHP. As on date, there are no shares due to be issued to Zostel's shareholders as the Award does not direct issuance of the Company's shares to the shareholders of Zostel," the letter said. All outstanding litigation required to be disclosed in accordance with the ICDR Regulations and the materiality policy adopted by the board of directors of the company in relation to outstanding litigation, involving the company, its subsidiaries, its promoters and its directors have been disclosed in the DRHP, it added. Further, this matter has been disclosed in the section "Outstanding Litigation and Material Developments - Litigation involving our Company - Material litigation against our Company" of the DRHP. A risk factor in relation to the matter has also been disclosed in the DRHP, OYO said. "...the DRHP contains adequate disclosures of all pending litigations, in compliance with the disclosure obligations under the ICDR Regulations," it added. The DRHP or the proposed offer do not infringe upon or violate the terms of the Award or any judicial or quasi-judicial pronouncements. Adequate information and disclosures have been provided in the DRHP for the potential investors to make an informed decision in respect of investment in the equity shares and the proposed offer, OYO said. Comments from Zostel Hospitality Pvt Ltd could not be obtained at the time of filing the story. Zostel and OYO are involved in a legal battle over a deal between the two companies in 2015. SEE ALSO <a href="https://www.businessinsider.in/stock-market/news/irctc-infosys-interglobe-aviation-and-other-trending-stocks-on-october-29/slidelist/87352424.cms" style="">IRCTC, Infosys, InterGlobe Aviation and other trending stocks on October 29</a> <a href="https://www.businessinsider.in/thelife/news/zerodha-founders-rakesh-jhunjhunwala-zohos-radha-vembu-akshay-kumar-and-more-donate-up-to-50-crore-in-fy21/slidelist/87340238.cms" style="">Zerodha founders, Rakesh Jhunjhunwala, Akshay Kumar and more donate up to ₹50 crore in FY21</a>

OYO writes to SEBI, denying all allegations raised by Zostel

New Delhi, Jan 29 () Market regulator Sebi on Wednesday imposed a total penalty of Rs 1 crore on GV Films Ltd and its five senior officials for manipulating issuance of global depository receipts (GDRs).
 In an order, the regulator said it has levied a fine of Rs 25 lakh on GV Films and Rs 15 lakh each on company's directors -- P Raghuraman, Mahadevan Ganesh, A Venkatramani and R Gopalan -- as well as president-corporate affairs V Subramonian.
 The officials held these positions in the firm at the time of violation of norms.
 Sebi, which conducted an investigation during March-April, 2007 to ascertain norms violation, found that GV Films issued 6.4 million GDRs for USD 40 million in April 2007 and all the GDRs were subscribed by only one entity, Whiteview Trading Corporation.
 The subscription amount for GDRs was paid by Whiteview after securing a loan from bank Banco Efisa S.A. 
 However, GV Films had pledged GDR proceeds to Banco bank against the loan given to Whiteview for subscribing GDRs, Sebi said.
 The GDR issue would not have been subscribed if GV had not given such a security against the loan taken by Whiteview.
 Sebi said the company did not make requisite disclosures to the exchange with regards to obtaining necessary approval of the shareholders for its proposed GDR issue and the related activities including providing security to Whiteview against the loan obtained by it from Banco Bank.
 By entering into such an arrangement, the entities led the investors in India to believe that the issuer company, GV Films, had got a good reputation in terms of investment potential because of which foreign investors successfully subscribed to its GDR, whereas in reality, the GDRs were subscribed by Whiteview with the help of the GV itself, Sebi noted.
 Regarding the officials, the regulator said that they facilitated the execution of such arrangement by passing a suitable board resolution and thus were liable for the act.
 By indulging in such activities, the company violated norms pertaining to the Securities Contract Regulation Act (SCRA), provisions of Prohibition of Fraudulent and Unfair Trade Practices (PFTUP) as well as Listing Agreement and the officials violated PFTUP norms.
 Earlier, in June 2019, the regulator had barred the company and Raghuraman from the markets for five years and other four officials for two years in the same case.
 In a separate order passed on Tuesday, Sebi levied a penalty of Rs 25 lakh on Sunshine India Land Developers and its four directors for raising Rs 30 crore from investors without complying with "public issue" norms.
 The directors facing penalty are -- Rajesh Kumar Dixit, Rabindra Kumar Gupta, Babu Lal Gupta and Santosh Kumar Sahu.
 During the investigation, Sebi observed that Sunshine India, which is an unlisted company, issued so called Optional Fully Convertible Debentures (OFCDs) and raised a total amount of Rs 29.29 crore from 23,757 persons during 2010-11.
 It was further observed that as the number of persons from whom funds were raised by the company through issuance of OFCDs is more than 49 persons, the issuance qualifies as a public issue and requires the company to comply with certain requirements under Issue of Capital and Disclosure Requirement (ICDR) Regulations.
 Under the ICDR norms, an issuer of securities is required to ensure that the offer document contains all material disclosures.
 "In the instant matter as offer document was not filed with Sebi, the issue of disclosing all material information in the offer document does not arise," the regulator said in its order.
 Sebi also observed that the the company has refunded the entire amount raised through OFCDs to the original investors in cash or through bank payments. AST SP
RVK

Sebi levies Rs 1 cr fine on GV Films, officials in GDR manipulation case

New Delhi, Jan 10 () Shareholder proxy advisory firm InGovern has petitioned Sebi to force promoters of Sterling and Wilson Solar Ltd to provide an exit offer to minority shareholders alleging failure of promoters to keep the promise made in the IPO document.
 Sterling and Wilson Solar Ltd got listed on the BSE and the NSE on August 20, 2019, after promoters belonging to the Shapoorji Pallonji Group made an offer for sale of shares.
 "The offer for sale of shares resulted in promoters raising Rs 2,850 crore through the IPO," InGovern Research Services said in a report. "While the objects of the IPO were to enable the promoters to repay loans amounting to Rs 2,563 crore to SWSOLAR within 90 days of listing, the company has received only Rs 1,000 crore on December 31, 2019, i.e., 133 days after listing."
 This non-fulfilment of obligations by the promoters as per the objects of the offer has resulted in a loss of over 60 per cent in investment value for IPO investors as stock price has fallen from the issue price of Rs 780 to Rs 310, resulting in a loss of Rs 1,700 crore for public minority shareholders, it alleged.
 Sterling and Wilson Solar hit back at the proxy advisory firm contending that the report is "malicious, misleading, defamatory" and contains "factually incorrect and unverified statements".
 "The author of the report has acted irresponsibly as he has neither found it appropriate to ascertain the facts nor provide us with a draft of the report for our response. This appears an attempt to malign the reputation of the promoters using the media," the company said adding the objects of the IPO was to provide liquidity to the shareholders.
 "The utilisation of the proceeds was an added intent of the promoters and cannot be directly construed to be the object of the offer. The Promoters would like to state that this intent is intact and is suitably demonstrated by facilitating repayment of Rs 1000 crore as committed by December 31, 2019," it said.
 InGovern said the non-utilisation of the IPO proceeds for the stated purpose was tantamount to change of objects of the IPO from what was stated in the prospectus. "This has resulted in aggrieved minority public shareholders."
 It said the SEBI (ICDR) Regulations, 2018, allow for the dissenting shareholders to be provided an exit offer by the promoters, in cases where there is a change in objects of the issue/ offer in the IPO prospectus. In this case, where shareholders have suffered significant erosion in the value of their holdings solely due to the non-utilisation of funds as per the objects of offer of the IPO, Sebi must force the promoters to provide an exit offer to shareholders at a price as per SEBI (ICDR) Regulations, it said.
 Shriram Subramanian, founder and MD of InGovern, said, "Overall, a huge loss of reputation for the promoters of the SWSOLAR, the SP group. With substantial -- over Rs 1,700 crore -- erosion of wealth of public minority shareholders, and loss of investor trust for a group that seemed to have a stellar reputation. In order to redeem this reputation, the SP group should provide an exit option for public minority shareholders. This is a demand from minority shareholders and Sebi should force the promoters to provide an exit option for minority public shareholders."
 The company however denied any wrongdoing. "Being an offer for sale (OFS), the promoters were under no obligation to mention the utilisation of proceeds. In fact, the promoters made this disclosure in good faith even though it was not required by law. There is thus no legal default as is being sought to be made out."
 It went on to deny the allegation of being uncooperative with credit rating agency ICRA saying Sterling and Wilson Pvt Ltd is no longer rated by ICRA for the last few years. "ICRA was unable to withdraw its earlier rating due to its requirement to have an NOC from each and every consortium banker. This matter took time and has now been completely resolved and ICRA has withdrawn its rating of SWPL on January 6, 2020."
 India Ratings is the agency which does the rating of SWPL and in its report, there is no such comment of 'non-cooperation', it said.
 The company said the board of directors while approving the repayment schedule levied additional interest of 100 basis points and there is no financial loss to Sterling and Wilson Solar Ltd on account of reschedulement and "it is illogical to link the stock price reduction to this aspect."
 "The sensationalism in this report is more an attempt to further erode investor wealth rather than its stated objective of working in the interests of the investors," it added. RKL ANZ HRS

Sterling and Wilson promoters must provide exit option to minority shareholders:  InGovern

New Delhi, Apr 8 () Regulator Sebi has ordered Neesa Technologies and its eight directors to refund the money it raised illegally from investors within three months and also barred them from the securities market for at least four years. Also, they have been directed to refund the money along with an interest of 15 per cent per annum. The company had raised funds through optionally convertible debentures (OCD) from 185 investors and in doing so, failed to comply with the provisions of the Companies Act and ICDR (Issue of Capital and Disclosure Requirements) norms. The securities were issued by the firm to more than 50 people, which qualified it as a public issue that requires compulsory listing on recognised stock exchanges. The firm, in its annual report, had mentioned OCD as a part of 'long term borrowings' and the amount garnered through OCDs as on March 31, 2013 was Rs 63 lakh and further funds mopped as on March 31, 2014 was over Rs 1.86 crore. The company and its directors were also required to file a prospectus, among other things, which they failed to do. Accordingly, Sebi, in an order passed on Tuesday, said Neesa Technologies and its eight directors "jointly and severally" within a period of three months, refund all the money collected by the company through OCD, with an interest or 15 per cent per annum. It further said that the liability of directors "shall be for the money collected during their respective period of directorship". Some of the directors have stepped down from their positions. Besides, the company and its directors have been barred from the capital markets "till the expiry of four years from the date of completion of refunds to investors". Further, they have also been directed to provide a full inventory of all their assets and details of all their bank accounts, demat accounts and holdings of shares/securities, if held in physical form. Also, they have been prevented from selling any of their assets, including shares and mutual funds. "In view of the exceptional circumstances emerging due to the outbreak of a COVID-19 and consequential lockdown in the country, the directions... shall come into force on April 15, 2020," Sebi noted. Earlier in June 2016, Sebi had ordered the company and its officials to refund the money illegally raised from investors. Further, they have been barred from the capital markets for four years. The company had raised nearly Rs 6 crore in 2013-14 through the issuance of non-convertible debentures (NCDs) in an illegal manner. SP SHW DRRDRR

Sebi directs Neesa Tech, directors to refund investors money within 3 months

No-frills carrier <keyword id="6354706" type="CITY" weightage="80" keywordseo="Indigo">IndiGo</keyword>'s parent <keyword id="139851" type="COMPANY" weightage="80" keywordseo="InterGlobe">InterGlobe</keyword> <keyword id="31907" type="COMPANY" weightage="80" keywordseo="Aviation">Aviation</keyword>, which is gearing up for Rs 3,200-crore initial share sale, may be profitable, but its net worth has come down significantly in three months ended this June. 
 After a prolonged wait, InterGlobe -- which is running the country's most profitable carrier under the brand name IndiGo -- will be hitting the market for its little over Rs 3,200-crore <keyword id="6354763" type="EVENT" weightage="80" keywordseo="IPO">IPO</keyword> on October 27. 
 
The IPO will be the largest in nearly three years. 
 
"The net worth of our company was Rs 4,262.20 million (Rs 426.22 crore) and Rs (1,393.87) million (Rs 139.39 crore) as of March 31, 2015 and June 30, 2015, respectively, as per the restated financial statements of our company prepared in accordance with Indian GAAP and restated in accordance with the ICDR Regulations," it said in the offer document. 
 
Noting that it had a net negative worth at the end of June, InterGlobe said if this financial position continues, it may be "more difficult or expensive to obtain future financing or meet our liquidity needs". 
 
"Further, there can be no assurance that we will be able to achieve a positive net worth in periods going forward," the document said. 
Net worth is the aggregate of the paid-up share capital, share premium account, reserves and surplus. The figure excludes aggregate of miscellaneous expenditure. 
 
A negative net worth implies the company's liabilities are more than its assets. 
 
The carrier has been profitable since fiscal 2009. 
 
In the latest June quarter, IndiGo posted a net profit of Rs 640.44 crore. During the same period, total revenues stood at Rs 4,317.19 crore. 
 
For the year ended March 2015, the carrier recorded a net profit of Rs 1,295.58 crore on revenues of Rs 14,309.14 crore. 
 The Gurgaon-based entity is also the largest domestic carrier by market share, having flown over one-third of the total passenger traffic carried by <keyword id="1446" type="CITY" weightage="80" keywordseo="indian-airlines">Indian airlines</keyword> in August. 
 
The company has fixed the price band for its initial share sale at Rs 700-765, through which it could raise up to Rs 3,268 crore. It will run on October 27-29. 
 
Under the offer, InterGlobe will have fresh issue worth Rs 1,272.2 crore as well as an offer for sale of little over 2.61 crore shares. 
 
Proceeds from the fresh share issue will be utilised towards aircraft acquisition, purchase of ground support equipment for airline operations and general corporate purposes. 
 
Image credit: Indiatimes

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