The case was settled by NGL Fine-Chem, along with PCI Ferrmone Chemicals, Rajesh Lawande, and Rahul Nachane. Of the total payment, NGL Fine-Chem paid ₹54.42 lakh, while the other three remitted ₹12.6 lakh each.
This settlement followed an application from the entities requesting Securities and Exchange Board of India (SEBI) to resolve the alleged violations under its settlement regulations.
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Acknowledging the settlement, the markets regulator in its order on Tuesday said, “In view of the acceptance of the settlement terms, receipt of the amounts by Sebi…. the instant adjudication proceedings initiated against the applicants vide Show Cause Notice dated December 29, 2023 is disposed of in terms… of the Settlement Regulations”.
The case arose from an issue pertaining to incorrect disclosure of shareholding status.
SEBI’s examination began after NGL Fine-Chem in July 2022 sought exemption from the requirement to make an open offer after shares were transferred to Trustee.
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While reviewing the application, SEBI allegedly found that the promoter & promoter group’s shareholding increased from 65.45% in June 2019 to 73.83% in September 2019.
The exemption application was later withdrawn, but SEBI examined the disclosure errors for the period March 2002 to June 2019.
The investigation revealed that NGL Fine-Chem incorrectly disclosed PCI Ferrmone Chemicals as “public / non-promoter” instead of “promoter & promoter group” for the quarters from December 2002 to June 2019.
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Additionally, it was alleged that NGL Fine-Chem had made incorrect disclosure in 31 quarters regarding the shareholding of PCI Ferrmone Chemicals in the company.
Also, it was alleged that the promoters Rajesh and Rahul did not include PCI Ferrmone’s shareholding in their takeover disclosures from 2011-2019.
These findings pointed to violations of SEBI’s Listing Agreement and LODR (Listing Obligations and Disclosure Requirements), regulations due to incorrect disclosures, as well as breaches of SEBI’s SAST (Substantial Acquisition of Shares and Takeovers), regulations for failing to disclose promoter shareholding accurately.
