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Gajender Pal Singh vs Sebi

Securities Appellate Tribunal6 April 2018J.P. Devadhar

Ratio decidendi

The rule this decision rests on

The appellants' challenge is disposed of by applying the Tribunal's earlier decision in Manoj Agarwal v. SEBI, which the court treats as covering the issues raised, so the reasoning rests on that precedent rather than on any independent principle stated here. Delay in filing appeals is condoned where the issues are covered by a binding decision of the Tribunal. Liability of directors for the company's refund of money collected through redeemable preference shares is confined to the amounts collected during the period when the appellants were directors of the company. A director's exposure to joint and several liability may be limited by excluding amounts collected on the day of resignation where such a point is raised for the first time before the Tribunal; such a plea is to be decided by SEBI on its own merits in a representation, not by the Tribunal itself.

Written by Miss Lucy from the judgment below, not taken from a headnote.

Judgment

As delivered

BEFORE THE SECURITIES APPELLATE TRIBUNALMUMBAI

Date of Decision : 06.04.2018

Misc. Application No. 197 of 2017 And Appeal No. 151 of 2017

Kanwal Prakash Singh WA/83-B, Shakarpur, Delhi - 110092. ...Appellant

Versus [[

Securities and Exchange Board of India, SEBI Bhavan, Plot No. C-4A, G-Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051. ...Respondent

WITH Misc. Application No. 198 of 2017 And Appeal No. 152 of 2017

Gajender Pal Singh S-592C, School Block, Shakarpur, Delhi - 110092. ...Appellant

Versus [[

Securities and Exchange Board of India, SEBI Bhavan, Plot No. C-4A, G-Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051. ...Respondent

WITH Misc. Application No. 288 of 2017 And Appeal No. 312 of 2017

Virender Kumar U-152, Upadhyay Block, Shakarpur, Delhi - 110092, India ...Appellant Versus [[

Securities and Exchange Board of India, SEBI Bhavan, Plot No. C-4A, G-Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051. ...Respondent 2

Mr. Ravichandra S. Hegde, Advocate with Mr. Paras Parekh and Ms. Kirti S, Advocates i/b Ms. Shreya Bhatnagar and Mr. Vaibhav Mahajan, Advocates for Appellants.

Mr. Mustafa Doctor, Senior Advocate with Mr. Santanu Mitra and Mr. Anubhav Ghosh, Advocates i/b Desai & Diwanji for the Respondent.

CORAM : Justice J.P. Devadhar, Presiding Officer Dr. C.K.G. Nair, Member

Per : Justice J.P. Devadhar (Oral)

Misc. Application Nos. 197, 198 and 288 of 2017 In Appeal Nos. 151, 152 and 312 of 2017

There is delay of 570 days, 570 days and 675 days in filing the

respective appeals. By these three Miscellaneous applications applicants

seek condonation of the said delay. Since the issue raised in these appeals

are covered by the decision of this Tribunal, the delay in filing these three

appeals are condoned. All the three Miscellaneous Applications are disposed

of accordingly.

Appeal Nos. 151 of 2017, 152 of 2017 and 312 of 2017

1.

All these three appeals are filed to challenge the common order

passed by the Whole Time Member ('WTM' for short) of Securities and

Exchange Board of India ('SEBI' for short) on October 13, 2015. By the

said order Just-Reliable Projects India Limited and its directors including

the appellant are, inter alia, jointly and severally directed to refund the

money collected through the issuance of Redeemable Preference Shares to

the investors with interest as more particularly set out therein. 3

2. Counsel for the appellants fairly stated that the issues raised in these

appeals are covered by the decision of this Tribunal in the case of Manoj

Agarwal vs. SEBI (Appeal No. 66 of 2016 decided on 14.07.2017) against

the appellants.

3. Accordingly, we uphold the impugned decision of SEBI dated

October 13, 2015 and take on record the statement made by counsel for

SEBI that the liability of the appellants shall be restricted to the amount

collected during period when the appellants were directors of the company.

4. Counsel for the appellants, however, submitted that in case of

Kanwal Prakash Singh and Gajender Pal Singh the amounts collected by the

company on the day on which they resigned and accepted by the company

be excluded from the joint and several liability imposed on the appellants.

Since this aspect of the matter is raised for the first time, we permit the

above two appellants to make a representation to SEBI limited only to the

above issue. If such representation is made, SEBI shall consider the said

representations on its own merit and pass appropriate order.

5. All the three appeals are disposed of in the above terms with no order

as to costs.

Sd/-

Justice J.P. Devadhar Presiding Officer

Sd/-

Dr. C.K.G. Nair Member 06.04.2018 Prepared and compared by: msb

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