In the matter of Jolly Plastic Industries Ltd.

Under Sections 11(1), 11(4) and 11B (1) of the Securities and Exchange Board of India Act, 1992 In Re: Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices Relating to Securities Market) Regulations, 2003 In the matter of Jolly Plastic Industries Ltd. In respect of: Sl.No. Name of the entity PAN 1. Aavia Buildtech Pvt. Ltd. AAKCA4090M 2. Aavia Softech Private Ltd. AAKCA4089N 3. Abhinav Leasing Finance Ltd. AAACA1578J 4. Accurate Buildwell Pvt. Ltd. AAGCA4053L 5. Aglow Financial Services Pvt Ltd. AABCA0924F 6. Ms. Anchal Goel ANNPG9069M 7. Ashok Kumar Jain HUF AABHA2275A 8. Mr. Ashvin Verma AKFPV6256L 9. Bluechip Fincap Serve Pvt Ltd. AAACB8904H 10. Capital Securities Ltd. AAACC0033C 11. Century Buildmart Pvt. Ltd. AADCC2898Q 12. Ms. Kanchan Bastimal Jain ADLPJ7563R 13. Mr. Lalit Mohan Gupta AASPG9938P 14. Mr. Laxmikant Gaggar AJBPG9789J 15. Mr. Mansoor Hasan Khan AMQPK1761J 16. Mr. Meenu Goyal AAJPG7995D 17. Mould Trading Pvt. Ltd. AAICM3232F 18. Ocean Share Brokers Pvt. Ltd. AAACO7410K 19. Ms. Poonam Mittal AAPFP1396K 20. Mr. Ram Kumar Goel ACDPG3427E 21. Shridhar Financial Servics Ltd. AABCS7408J 22. Steady Capital Advisory Services Private Ltd. AATCS2130B

Order in the matter of Jolly Plastic Industries Ltd.

23. Sure Portfolio Services Pvt Ltd. AATCS2129L 24. Surya Medi Tech Ltd. AALCS3282L 25. Ms. Usha Jaiswal AAFPJ6600A

BACKGROUND 1. Jolly Plastic Industries Ltd. (hereinafter referred to as “JPIL / Company”) is in the business of trading of plastic, plastics related materials and PVC. The company is listed on BSE Ltd. 2. Securities and Exchange Board of India (hereinafter referred to as “SEBI”) conducted an investigation in the scrip of JPIL based on a reference received from the Principal Director of Income Tax (Investigation), Kolkata. The focus of the investigation was to ascertain whether there were any violations of the provisions of Securities and Exchange Board of India Act, 1992 (hereinafter referred to as “SEBI Act”) and SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003 (hereinafter referred to as “PFUTP Regulations”) by certain entities in the scrip of JPIL during the period February 14, 2012 to November 27, 2014 (hereinafter referred to as “Investigation Period”). 3. During the investigation period, corporate announcements were related to declaration of financial results and meeting of the Board of Directors of the company. The company made an announcement pertaining to stock split and declared November 14, 2014 as the record date. However, the company later withdrew the record date and announced that the new record date would be intimated after shifting the company's scrip code to demat mode. Further, it is observed from the Investigation Report (hereinafter referred to as “IR”) that the net profit of the company for the year ending March 2012 and March 2013 was zero and that of year ending March 2014 and March 2015 was ` 0.01 crore and ` 0.07 crore respectively. 4. During the investigation period 91,24,200 shares were traded through 5,549 trades. Trading in JPIL was suspended w.e.f February 17, 2003 on account of non-submission of quarterly results and later revoked w.e.f. February 13, 2012. The scrip was suspended from trading as a surveillance measure since January 7, 2015. There are no trades in the scrip from November 28, 2014 onwards.

5. The scrip was in physical rolling with the market lot size being 100 shares throughout the investigation period. Further, the scrip was traded in ‘T’ group from February 14, 2012 to August 21, 2014, and started trading in ‘P’ group on September 02, 2014 (there was no trading in the scrip at BSE Ltd. during August 22, 2014 to September 01, 2014). The scrip price opened at low price of ` 10 on February 14, 2012 and touched a high of ` 317 on November 18, 2013 and closed at ` 122 on November 27, 2014.

6. Based on price trend (rise/ fall), the investigation period has been split into 5 patches, details of which are given below: Avg. no. of Opening Price Closing price Low High (shares) (volume) on (volume) on price(volume) Price(volume Period Dates traded daily first day of the last day of the during the ) during the during the period (`) period (`) period (`) period (`) period Scrip suspended during pre-investigation period 10 90.8 Price 10 90.8 (14/02/2012) (18/12/2012) During 14/02/2012 – 100 341 Patch-1 18/12/2012 5100 Vol 100 100 (on 56 different (29/11/2012) trading days) 34.5 92.6 Price 92.6 35.55 (05/02/2013) (19/12/2012) 19/12/2012 – Patch-2 100 1,430 05/02/2013 13900 Vol 4,900 4,600 (on 14 different (09/01/2013) trading days) 34.55 305 Price 34.55 305 (06/02/2013) (23/09/2013) 06/02/2013 – Patch-3 100 14,977 23/09/2013 140100 Vol 500 3,000 (on 12 different (04/09/2013) trading days) 49.5 301.8 Price 288 49.5 (25/06/2014) (16/12/2013) 16/12/2013 – Patch-4 100 41,852 25/06/2014 459100 Vol 38,600 100 (on 39 different (25/03/2014) trading days) 49.65 122 Patch-5 Price 51.95 122 17,750 (03/09/2014) (27/11/2014)

Avg. no. of Opening Price Closing price Low High (shares) (volume) on (volume) on price(volume) Price(volume Period Dates traded daily first day of the last day of the during the ) during the during the period (`) period (`) period (`) period (`) period 100 09/07/2014 – 105500 Vol 10,600 42,200 (on 11 different 27/11/2014 (20/11/2014) trading days) No trading and subsequently scrip suspended on 07/01/2015

SHOW CAUSE NOTICE 7. Consequent to the investigation, a common show cause notice dated December 22, 2017 (hereinafter referred to as “SCN”) was served on the following Noticees namely Aavia Buildtech Pvt. Ltd., Aavia Softech Private Ltd., Abhinav Leasing Finance Ltd., Accurate Buildwell Pvt. Ltd., Aglow Financial Services Pvt Ltd., Ms. Anchal Goel, Ashok Kumar Jain HUF, Mr. Ashvin Verma, Bluechip Fincap Serve Pvt Ltd., Capital Securities Ltd., Century Buildmart Pvt. Ltd., Ms. Kanchan Bastimal Jain, Mr. Lalit Mohan Gupta, Mr. Laxmikant Gaggar, Mr. Mansoor Hasan Khan, Ms. Meenu Goyal, Mould Trading Pvt. Ltd., Ocean Share Brokers Pvt. Ltd., Ms. Poonam Mittal, Mr. Ram Kumar Goel, Shridhar Financial Servics Ltd., Steady Capital Advisory Services Private Ltd., Sure Portfolio Services Pvt Ltd., Surya Medi Tech Ltd. and Ms. Usha Jaiswal (hereinafter collectively referred to as “Noticees”) in the extant matter. The SCN inter alia alleged as follows: 7.1. Based on unique client code data, off-market data, MCA data and bank statements, a group of 195 entities including the aforesaid Noticees called Jolly Group was identified. Jolly Group was connected to the company. The details / particulars of connection of individual Noticees with the company has been discussed later in the order. 7.2. The Last Traded Price (hereinafter referred to as “LTP”) analysis of the 5 patches was done and the details of patch 4 qua the Noticees is given below: LTP Analysis: Patch-4 (Price Fall Patch: December 16, 2013 to June 25,

2014): 7.2.1. During Patch-4, the price of the scrip fell from ` 288 (open price on December 16, 2013) to ` 49.5 (close price June 25, 2014). The close price as on December 13, 2013 was ` 302.75. 7.2.2. Sell Side Analysis Patch-4: The top 10 sell side net negative LTP contributors during Patch-4 are as follows: LTP % of QTY No of LTP QTY No of No of LTP impact QTY Negative QTY No of traded trades impact traded trades trades impact (with traded LTP to traded trades (with (with (with (with (with (with Seller Name all LTP (with Total (all (all LTP LTP LTP diff LTP LTP LTP trades diff > LTP diff Market trades) trades) diff > diff > < 0) in diff < diff < diff = in Rs. 0) in = 0) Negative 0) 0) Rs. 0) 0) 0) Rs. LTP Peter Marcel Dsouza -36.30 200 2 0 0 0 -36.3 200 2 0 0 8.15 Surya Medi Tech Ltd -33.10 1800 18 0 0 0 -33.10 1500 15 300 3 7.43 Aglow Financial -31.95 600 6 0 0 0 -31.95 400 4 200 2 7.17 Services Pvt Ltd Bipinkumar Patel -22.90 400 3 0 0 0 -22.90 100 1 300 2 5.14 Capital Securities Ltd -22.75 1100 9 0 0 0 -22.75 800 6 300 3 5.11 Sharda Thakkar -21.30 300 3 0 0 0 -21.30 200 2 100 1 4.78 Usha Jaiswal -19.75 33200 24 0 0 0 -19.75 200 2 33000 22 4.43 Sarala Kavur -17.80 500 3 0 0 0 -17.80 200 2 300 1 4 Poonam Mittal -17.60 144700 126 0.5 8500 1 -18.10 300 3 135900 122 4.06 Accurate Buildwell -14.25 800 8 0 0 0 -14.25 200 2 600 6 3.2 Private Limited - Top 10 Sub Total 237.70 183600 202 0.50 8500 1 -238.2 4100 39 171000 162 53.47 Rest Of Market -15.60 3750500 1198 191.55 274900 79 -207.15 172600 79 3303000 1040 46.53 Market Total -253.3 3934100 1400 192.05 283400 80 -445.35 176700 118 3474000 1202 100

7.2.3. As can be seen from the table above, total negative LTP contribution by top 10 LTP contributors as sellers during Patch-4 is 53.47% of market negative LTP. Out of the top 10 entities, 6 entities viz., Surya Medi Tech Ltd, Aglow Financial Services Pvt Ltd., Capital Securities Ltd., Ms. Usha Jaiswal, Ms. Poonam Mittal and Accurate Buildwell Private Limited are part of Jolly Group. 7.2.4. Jolly group has contributed ` -192.6 towards negative LTP (43.24% of the market negative LTP) during Patch-4 as sellers through 48 trades for 54,800 shares. 41 entities out of the 195 entities of Jolly Group have traded as sellers during Patch-4. Out of these 41 entities, 24 entities have contributed either zero or net positive LTP during Patch-4. With regard to trades amongst Jolly Group entities during Patch-4, the same has been analysed in subsequent paragraphs. 7.2.5. Buy Side Analysis Patch-4: Top 10 buy side net negative LTP contributors during Patch-4: In order to ascertain whether the buyers have contributed to the price fall during Patch-4 of the investigation period, an analysis of buyers for this patch was carried out. % of LTP QTY No of LTP QTY No of No of LTP QTY Negative QTY No of impact traded trades impact traded trades trades impact traded LTP to traded trades (with (with (with (with (with (with (with Buyer Name all (with Total (all (all LTP LTP LTP LTP LTP LTP LTP trades LTP diff Market trades) trades) diff > diff > diff > diff < diff < diff < diff = in ` = 0) Negative 0) in ` 0) 0) 0) in ` 0) 0) 0) LTP Nirav Rajababu Gandhi -49.90 400 4 0 0 0 -49.90 400 4 0 0 11.20% Chirag Shah -44.85 900 9 0 0 0 -44.85 300 3 600 6 10.07% Capital Securities Ltd -27.75 45800 11 0 0 0 -27.75 400 4 45400 7 6.23% Accurate Buildwell -27.50 61600 24 0 0 0 -27.50 13000 4 48600 20 Private Limited 6.17% Aglow Financial -16.95 200 2 0 0 0 -16.95 200 2 0 0 Services Pvt Ltd 3.81% Sure Portfolio Services -16.15 489400 58 0.05 4300 1 -16.20 42300 7 442800 50 Pvt Ltd 3.64% Ocean Share Brokers -15.95 105000 41 0.85 4800 1 -16.80 6200 3 94000 37 Private Limited 3.77% Mould Trading P Ltd -15.90 50900 20 0 0 0 -15.90 2500 5 48400 15 3.57% Ashvin Verma -15.55 75600 51 0.6 11200 2 -16.15 3100 3 61300 46 3.63% Aavia Softech Pt Ltd -12.75 5400 6 0 0 0 -12.75 100 1 5300 5 2.86% - - Top 10 Sub Total 243.25 835200 226 1.5 20300 4 244.75 68500 36 746400 186 54.96% Rest Of Market -10.05 3098900 1174 190.55 263100 76 -200.6 108200 82 2727600 1016 45.04% - - Market Total 253.30 3934100 1400 192.05 283400 80 445.35 176700 118 3474000 1202 100%

7.2.6. As can be seen from the table above, total negative LTP contribution by top 10 LTP contributors as buyers during Patch-4 is ` -244.75 (54.96% of market negative LTP). Out of the top 10 entities, 8 entities are part of Jolly Group and their trades have been examined below. 7.2.7. Suspected entities buy side LTP contribution during Patch-4: Out of the 245 suspected entities, the aforesaid 25 Noticees belonging to Jolly Group, have traded as buyers during Patch-4, details of which are given below:

% of LTP QTY No of LTP QTY No of No of LTP QTY Negative QTY No of impact traded trades impact traded trades trades impact traded LTP to traded trades (with (with (with (with (with (with (with Buyer Name all (with Total (all (all LTP LTP LTP LTP LTP LTP LTP trades LTP diff Market trades) trades) diff > diff > diff > diff < diff < diff < diff = in ` = 0) Negative 0) in ` 0) 0) 0) in ` 0) 0) 0) LTP Capital Securities Ltd -27.75 45800 11 0 0 0 -27.75 400 4 45400 7 6.23 Accurate Buildwell -27.50 61600 24 0 0 0 -27.50 13000 4 48600 20 6.17 Private Limited Aglow Financial -16.95 200 2 0 0 0 -16.95 200 2 0 0 3.81 Services Pvt Ltd Sure Portfolio Services -16.15 489400 58 0.05 4300 1 -16.20 42300 7 442800 50 3.64 Pvt Ltd Ocean Share Brokers -15.95 105000 41 0.85 4800 1 -16.80 6200 3 94000 37 3.77 Private Limited Mould Trading Private -15.90 50900 20 0 0 0 -15.90 2500 5 48400 15 3.57 Limited Ashvin Verma -15.55 75600 51 0.60 11200 2 -16.15 3100 3 61300 46 3.63 Aavia Softech Private -12.75 5400 6 0 0 0 -12.75 100 1 5300 5 2.86 Limited Steady Capital Advisory -10.25 403200 74 0.40 25000 4 -10.65 2500 6 375700 64 2.39 Services Private Limited Aavia Buildtech Private -9.85 15400 9 1.65 7700 3 -11.50 1000 1 6700 5 2.58 Limited Century Buildmart -9.80 30800 21 0 0 0 -9.80 4100 2 26700 19 2.20 Private Limited Meenu Goyal -7.95 77500 31 7.50 7600 4 -15.45 10200 6 59700 21 3.47 Surya Medi Tech Ltd -5.10 259700 161 7.90 9000 6 -13.00 11700 7 239000 148 2.92 Shridhar Financial -4.30 34600 9 2.85 10000 2 -7.15 10100 3 14500 4 1.61 Servics Limited Abhinav Leasing -2.75 270200 177 7.30 7500 4 -10.05 8200 8 254500 165 2.26 Finance Ltd Chrishmatic Developers -1.25 77000 8 0 0 0 -1.25 14000 1 63000 7 0.28 Pvt Ltd Shiv Kumar -1.05 273500 33 0.30 35000 3 -1.35 14700 2 223800 28 0.30 Pawan Kumar Kaul 0.10 8000 1 0.10 8000 1 0 0 0 0 0 0.00 River High Right Share 0.10 55200 14 0.10 10000 1 0 0 0 45200 13 0.00 Brokers Private Limited Amit Kumar Saxena 0.25 13600 6 0.25 5100 1 0 0 0 8500 5 0.00 Vertex Drugs Private 0.30 453200 158 3.65 23000 6 -3.35 3500 3 426700 149 0.75 Limited Sushil Enterprises Pro 0.95 259500 30 0.95 14300 3 0 0 0 245200 27 0.00 Sushil Kumar Venus Insec Private 1.10 357400 109 2.75 27700 9 -1.65 6200 3 323500 97 0.37 Limited Vinay Bhushan 1.60 9000 9 1.60 1000 1 0 0 0 8000 8 0.00 Pendyala Vishal Yadav 10.50 15300 17 20.90 3500 1 -10.40 100 1 11700 15 2.34 - - Jolly Group Total 185.90 3447000 1080 59.70 214700 53 245.60 154100 72 3078200 955 55.15

7.2.8. Jolly Group has contributed ` -245.6 towards negative LTP (55.15% of the total market negative LTP) during Patch-4 as buyers through 72 trades for 1,54,100 shares. 25 entities out of the 195 entities of Jolly Group have traded as buyers during Patch-4. Out of these 25 entities, 8 entities have contributed net positive LTP during the Patch-4.

7.2.9. Trades among Jolly Group during Patch-4: Jolly Group had entered into 326 trades amongst themselves during Patch-4. The net LTP contribution through such trades was ` -102.8. The total number of negative LTP trades among these 326 trades were 28 executed by 27 entities of Jolly Group (as buyer and seller) and the total negative LTP contribution by these 28 trades was ` -130.25 i.e. 29.25% of market negative LTP during Patch-4. Out of these 27 entities, 2 entities have net positive LTP contribution viz., Mr. Vishal Yadav (as buyer) and Mr. Sumbul Rana (as seller). Therefore excluding trades of these entities (where Mr. Vishal Yadav was buyer or where Mr. Sumbul Rana was seller) the details of the remaining negative LTP contributing trades among Jolly Group are given below:

LTP % to Trade LTP Market Batch Date Buyer PAN Buyer Name Seller PAN Seller Name Price Difference Negative LTP Aavia Buildtech Kanchan Bastimal 06.01.2014 AAKCA4090M ADLPJ7563R 219.2 -11.5 2.58% Pvt. Ltd. Jain Aavia Softech Capital Securities 30.12.2013 AAKCA4089N AAACC0033C 242.8 -12.75 2.86% Private Limited Ltd Abhinav Leasing Surya Medi Tech 17.06.2014 AAACA1578J AALCS3282L 67.05 -3.5 0.79% Finance Ltd Ltd Accurate Buildwell 16.01.2014 AAGCA4053L AAPFP1396K Poonam Mittal 161.3 -8.45 1.90% Pvt. Ltd. Accurate Buildwell Ashok Kumar Jain 17.12.2013 AAGCA4053L AABHA2275A 289.9 -4.85 1.09% Pvt. Ltd. HUF Accurate Buildwell 20.12.2013 AAGCA4053L ANNPG9069M Anchal Goel 274 -1 0.22% Pvt. Ltd. 17.12.2013 AKFPV6256L Ashvin Verma AJBPG9789J Laxmikant Gaggar 294.5 -4.5 1.01% Kanchan Bastimal 23.12.2013 AKFPV6256L Ashvin Verma ADLPJ7563R 276 -1.8 0.40% Jain Capital Securities Aglow Financial 07.01.2014 AAACC0033C AABCA0924F 208.25 -10.95 2.46% Ltd Services Pvt Ltd Capital Securities Aglow Financial 31.12.2013 AAACC0033C AABCA0924F 230.7 -12.1 2.72% Ltd Services Pvt Ltd Capital Securities 28.01.2014 AAACC0033C AKFPV6256L Ashvin Verma 122.45 -2.45 0.55% Ltd Century Buildmart 24.12.2013 AADCC2898Q AASPG9938P Lalit Mohan Gupta 278.5 -0.45 0.10% Pvt. Ltd. Century Buildmart 13.01.2014 AADCC2898Q AAFPJ6600A Usha Jaiswal 178.65 -9.35 2.10% Pvt. Ltd.

LTP % to Trade LTP Market Batch Date Buyer PAN Buyer Name Seller PAN Seller Name Price Difference Negative LTP Mansoor Hasan 24.12.2013 AAJPG7995D Meenu Goyal AMQPK1761J 278 -0.5 0.11% Khan Mansoor Hasan 24.12.2013 AAJPG7995D Meenu Goyal AMQPK1761J 277 -0.5 0.11% Khan Mould Trading Surya Medi Tech 13.02.2014 AAICM3232F AALCS3282L 96.3 -1.95 0.44% Pvt. Ltd. Ltd Ocean Share Bluechip Fincap 28.03.2014 AAACO7410K AAACB8904H 56.45 -1.55 0.35% Brokers Pvt. Ltd. Serve Pvt Ltd Shridhar Financial Surya Medi Tech 19.06.2014 AABCS7408J AALCS3282L 60.55 -3.15 0.71% Servics Limited Ltd Steady Capital 23.12.2013 AATCS2130B Advisory Services ACDPG3427E Ram Kumar Goel 278 -1.15 0.26% Private Limited Steady Capital Aglow Financial 31.01.2014 AATCS2130B Advisory Services AABCA0924F 115.3 -2.35 0.53% Services Pvt Ltd Private Limited Steady Capital Capital Securities 05.02.2014 AATCS2130B Advisory Services AAACC0033C 108.55 -2.2 0.49% Ltd Private Limited Steady Capital Capital Securities 17.02.2014 AATCS2130B Advisory Services AAACC0033C 92.55 -1.85 0.42% Ltd Private Limited Steady Capital Surya Medi Tech 28.02.2014 AATCS2130B Advisory Services AALCS3282L 78.9 -1.6 0.36% Ltd Private Limited Sure Portfolio Aglow Financial 24.01.2014 AATCS2129L AABCA0924F 124.9 -6.55 1.47% Services Pvt Ltd Services Pvt Ltd Sure Portfolio Surya Medi Tech 21.02.2014 AATCS2129L AALCS3282L 85.45 -1.7 0.38% Services Pvt Ltd Ltd Sure Portfolio Surya Medi Tech 12.03.2014 AATCS2129L AALCS3282L 68.65 -1.4 0.31% Services Pvt Ltd Ltd Sum -110.1 24.72%

7.2.10. From the above table, details of Noticee-wise no. of trades and their LTP contribution (as buyer/ seller) is given below:

Sr. No. Sum of LTP Sum of LTP No. of buy Difference as No. of sell Difference Name of entity trades buyer trades as seller 1 Aavia Buildtech Pvt. Ltd. 1 -11.5 0 0 2 Aavia Softech Private Limited 1 -12.75 0 0 3 Abhinav Leasing Finance Ltd 1 -3.5 0 0 4 Accurate Buildwell Pvt. Ltd. 3 -14.3 0 0 5 Ashvin Verma 2 -6.3 1 -2.45

Sr. No. Sum of LTP Sum of LTP No. of buy Difference as No. of sell Difference Name of entity trades buyer trades as seller 6 Capital Securities Ltd 3 -25.5 3 -16.8 7 Century Buildmart Pvt. Ltd. 2 -9.8 0 0 8 Meenu Goyal 2 -1 0 0 9 Mould Trading Pvt. Ltd. 1 -1.95 0 0 10 Ocean Share Brokers Pvt. Ltd. 1 -1.55 0 0 11 Shridhar Financial Servics Limited 1 -3.15 0 0 12 Steady Capital Advisory Services Private Limited 5 -9.15 0 0 13 Sure Portfolio Services Pvt Ltd 3 -9.65 0 0 14 Aglow Financial Services Pvt Ltd 0 0 4 -31.95 15 Anchal Goel 0 0 1 -1 16 Ashok Kumar Jain HUF 0 0 1 -4.85 17 Bluechip Fincap Serve Pvt Ltd 0 0 1 -1.55 18 Kanchan Bastimal Jain 0 0 2 -13.3 19 Mansoor Hasan Khan 0 0 2 -1 20 Lalit Mohan Gupta 0 0 1 -0.45 21 Laxmikant Gaggar 0 0 1 -4.5 22 Poonam Mittal 0 0 1 -8.45 23 Ram Kumar Goel 0 0 1 -1.15 24 Surya Medi Tech Ltd 0 0 6 -13.3 25 Usha Jaiswal 0 0 1 -9.35 Total 26 -110.1 26 -110.1

7.2.11. As can be seen from above tables, 25 Noticees belonging to Jolly Group have indulged in trading amongst themselves which has resulted in LTP contribution of ` -110.1 (i.e. 24.72% of total market negative LTP) during Patch-4. By these trades, these 25 Jolly Group Noticees by trading amongst themselves contributed to significant negative LTP and thereby artificially decreased the scrip price to the extent of ` 110.1 (i.e. 24.72% of total market negative LTP). In view of the repeated nature (26 nos.) of such trades by the aforesaid 25 Jolly Group Noticees, it is alleged that the aforesaid Noticees have played a role in decreasing the price of the scrip. It is also alleged based upon the above trading pattern that 25 Jolly Group Noticees were instrumental in marking the price lower. 7.3. In view of the above it is alleged that aforesaid 25 Noticees have indulged in manipulation of the scrip price and created a misleading appearance of trading in the scrip by such trades. Hence, it is alleged that Noticees have violated regulations 3(a),(b),(c),(d) and regulations 4(1), 4(2) (a) and (e) of PFUTP Regulations.

7.4. The Noticees were advised to show cause as to why suitable actions/directions in terms of Sections 11(1), 11(4) and 11B of SEBI Act should not be initiated against it for the alleged violation of the provisions of PFUTP Regulations. 8. The SCN was served on the Noticees through post / affixture / newspaper publication. REPLY & HEARING 9. In response to the SCN, Mr. Ram Kumar Goel vide his letter dated January 1, 2018 inter alia submitted as follows: 9.1. He is a small investor in the market and he had bought 5,000 shares of JPIL on the advice of his stock broker. 9.2. He has neither any role nor has colluded with anyone to rig the price of the scrip. 9.3. He has bought and sold the shares online and considering his volume in the scrip was small, he cannot manipulate the price of the scrip. 10. Mr. Lalit Mohan Gupta vide his undated letter received by SEBI on January 17, 2018, Ms. Usha Jaiswal vide her undated letter received by SEBI on January 22, 2018 and Ashok Kumar Jain HUF vide its letter dated August 11, 2018, submitted on similar lines which is as follows: 10.1. They are small investors and are dealing in securities based on market news, newspapers, television shows / news and tips received from sources such as SMS’s.

10.2. They have no connection / relation, directly or indirectly with the Directors / Promoters / employees or any other person relating to JPIL.

10.3. They had purchased the shares of JPIL based on the information received from the market. The shares were sold through the stock broker, when they felt that the rates were good. 11. Ms. Kanchan Bastimal Jain vide her letter dated January 17, 2018 inter alia submitted as follows: 11.1. She had bought the shares with the intent of buying a scrip at (as good as) Option Value price. It may give windfall gains if one is lucky or the investment may be completely written off. 11.2. She is not connected or related to any of the Noticees in the Jolly Group. 11.3. She had also sold 2,000 shares in patch-3 but the same is not under scrutiny. 11.4. She had entered into 2 sell trades for 5,000 shares with the Jolly Group in good faith and without knowledge of the allegiance of the counter parties as is the norm in case of any market trade in the electronic mode on any given trading day. The interval between her 2 sell trades is of 27 days. 12. Surya Medi-Tech Ltd. vide its letter dated January 30, 2018, Shridhar Financial Services Ltd. vide its letter dated January 30, 2018, Abhinav Leasing and Finance Ltd. (registered NBFC) vide its letter dated January 30, 2018, Capital Securities Ltd. vide its letter dated January 24, 2018 and Aglow Financial Services Pvt. Ltd. vide its letter dated January 30, 2018, submitted on similar lines which is as follows: 12.1.

The objects of the companies are to invest in, acquire and hold, buy or sell or otherwise dispose of or deal in securities of any kind of shares, debentures, bonds and instruments of all kinds. Further, the companies also carry on the business of stock broking and its allied matters such as acting as underwriters, brokers to issue of securities, buying, selling, transferring, hypothecating and holding of shares etc. 12.2. The companies have traded in the share market in the scrip of JPIL in their ordinary course of business during the investigation period. The trading pattern of the companies in the scrip of JPIL was same as of other scrips. 12.3. The companies have purchased shares of JPIL in the market and off market during the financial year 2013-2014 and have also sold shares during the financial year 2013-2014. Further, the companies have bought and sold shares of JPIL during the financial year 2014-2015 also in the market. The details are follows: Particulars Surya Medi- Shridhar Abhinav Capital Aglow Financial Tech Ltd. Financial Leasing and Securities Ltd. Services Pvt. Ltd. Services Ltd. Finance Ltd. FY 2013-2014- 33,500 shares - 98,500 shares 89,600 shares - On Market @ an avg. of ` @ an avg. of ` @ an avg. of ` purchases 63 59.49 164.28 FY 2013-2014- 4,03,100 1,11,200 shares - 91,400 shares @ Off Market shares @ an @ an avg. of ` an avg. of ` 300.98 purchases avg. of ` 209 59.23.

FY 2013-2014 - 2,70,100 - - 1,100 shares @ 83,600 shares @ Sell shares @ an an avg. of ` an avg. of ` 300.43 avg. of ` 285 149.45 (offline) (online) & 39,000 shares @ an avg. of ` 291.62 (offline) FY 2014-2015- 87,500 shares 34,600 shares 1,81,700 - - On Market @ an avg. of ` @ an avg. of ` shares @ an purchases 63 72 avg. of ` 66.63 FY 2014-2015- 800 shares @ - - - Sell an avg. of ` 58 avg. (offline)

12.4. The companies had traded in the shares of JPIL through offline mode to save the cost of brokerage as well as companies required liquidity. The amount taken in the offline mode is the LTP at BSE Ltd. 13. Mr. Laxmikant Gaggar vide his undated letter received by SEBI on February 14, 2018 inter alia submitted as follows: 13.1. He neither knows any of the Noticees nor has role in the conspiracy to rig the price of the scrip of JPIL. 13.2. He used to finance entities through Late Mr. Sapan Jhanwar and through him, he had financed Mr. Ashvin Verma. He had financed Mr. Ashvin Verma to the tune of five lakh rupees after keeping the shares of JPIL as collateral. The amount was lend for a period of one month. Since, Mr. Ashvin Verma was not able to return the money, he had sold the shares of JPIL. 13.3. Apart from the aforesaid transaction, he has nothing else to do with the scrip of JPIL. 14. Considering the facts and circumstances of the case, Noticees were granted an opportunity of hearing in the matter. Vide hearing notice dated October 9, 2018, Mr. Ashvin Verma, Abhinav Leasing Finance Ltd., Aglow Financial Services Pvt. Ltd., Capital Securities Ltd., Bluechip Serve Pvt. Ltd. and Ms. Kanchan Jain were granted an opportunity of hearing in the matter on October 30, 2018. In response to the hearing notice, Ms. Kanchan Bastimal Jain submitted that she had been educated upto fifth standard and her husband, Mr. Bastimal Jain used to look after her financial activities. Her husband passed away on February 19, 2015. To her understanding, the personal hearing would yield no result. Under the circumstances, she requests to drop the inquiry against her. Abhinav Leasing Finance Ltd., Aglow Financial Services Pvt. Ltd., Capital Securities Ltd. and Bluechip Serve Pvt. Ltd. failed to attend the scheduled hearing without providing any reason inspite of service of hearing notice by post. In view of the same, the hearing with respect to the said Noticees was concluded. Mr. Ashvin Verma requested to adjourn the scheduled hearing and his was acceded. 15. Vide hearing notice dated October 9, 2018, Mr. Lalit Mohan Gupta, Mr. Mansoor Hasan Khan, Ms. Meenu Goyal, Mould Trading Pvt. Ltd., Mr. Ram Kumar Goel,

Shridhar Financial Services Ltd., Mr. Laxmikant Gaggar, Surya Medi Tech Ltd., Ashok Kumar Jain HUF and Ms. Usha Jaiswal were granted an opportunity of hearing in the matter on October 31, 2018. 16. On the day of the scheduled hearing, i.e. October 31, 2018, Mr. Rajesh Choudhary appeared for the hearing as authorized representative (hereinafter referred to as “AR”) of Mr. Lalit Mohan Gupta and Ashok Kumar Jain HUF. 16.1. Ashok Kumar Jain HUF 16.1.1. The AR submitted that the Karta of the Noticee is some kind of dealer in securities market and had traded in the scrip based on a market tip / information. At the time of hearing, the AR submitted a copy of Noticee’s reply dated February 22, 2018. It is noted from the said reply that it is addressed to the Adjudicating Officer. 16.1.2. The AR was advised to submit the following clarification and documents on or before November 30, 2018: 16.1.2.1. An explanation for Noticee’s off-market transaction with respect to the connection alleged in the show cause notice dated December 22, 2017. 16.1.2.2. The rational / reason for investing in the scrip and when and at what price did the entity bought the shares? 16.1.2.3. Trading history of the Noticee by furnishing Noticee’s trading account statement during the relevant period. 16.1.2.4. Noticee’s demat statement for the relevant period. 16.1.2.5. Noticee’s source of funds by furnishing entity’s Income Tax returns during the relevant period. 16.2. Lalit Mohan Gupta

16.2.1. The AR submitted that the Noticee is an old person and he does not remember anything about his trading in the scrip of JPIL. He had traded in the scrip based on someone’s suggestion. 16.2.2. The AR was advised to submit the following clarification and documents on or before November 30, 2018: 16.2.2.1. An explanation for Noticee’s off-market transaction with respect to the connection alleged in the show cause notice dated December 22, 2017. 16.2.2.2. The rational / reason for investing in the scrip and when and at what price did the entity bought the shares? 16.2.2.3. Trading history of the Noticee by furnishing his trading account statement during the relevant period. 16.2.2.4. His demat statement for the relevant period. 16.2.2.5. Noticee’s source of funds by furnishing his Income Tax returns during the relevant period. 16.3. It is noted from the records that hearing notices were served on the following Noticees via post / newspaper publication: Mr. Mansoor Hasan Khan, Ms. Meenu Goyal, Mould Trading Pvt. Ltd., Mr. Ram Kumar Goel, Shridhar Financial Servics Ltd., Mr. Laxmikant Gaggar and Surya Medi Tech Ltd. The said Noticees failed to attend the scheduled hearing without providing any reason. In view of the same, the hearing with respect to the said entities is concluded. Ms. Usha Jaiswal requested to adjourn the scheduled hearing. Her request was acceded. 17. The following Noticees namely, Steady Capital Advisory Services Private Limited, Sure Portfolio Services Pvt Ltd, Ocean Share Brokers Pvt. Ltd., Ms. Poonam Mittal, Century Buildmart Pvt. Ltd., Ms. Anchal Goel, Accurate Buildwell Pvt. Ltd. Aavia

Buildtech Pvt. Ltd. and Aavia Softech Private Ltd. were granted an opportunity of hearing on November 1, 2018 via newspaper publication. The said Noticees failed to attend the scheduled hearing without providing any reason. In view of the same, the hearing with respect to the said Noticees was concluded. 18. Subsequent to the hearing, Ashok Kumar Jain HUF and Mr. Lalit Mohan Gupta vide their letters dated November 22, 2018 inter alia submitted as follows: 18.1. They had purchased 12, 000 shares (Ashok Kumar Jain HUF) and 4,000 shares (Mr. Lalit Mohan Gupta) of JPIL in course of their normal trading activity and had sold them after holding them for 22 months. 18.2. They are regular investor in the stock market and have traded in several blue chip and mid cap companies based on their independent research of earning potential. 18.3. Their investment in JPIL is a very minuscule portion of their total stock investment. Small quantity of trades are incapable of having an influence on the market. 18.4. They are not connected to the company. 19. Vide hearing notices dated January 3, 2019, Mr. Ashvin Verma and Ms. Usha Jaiswal were granted an opportunity of hearing on January 29, 2019. Mr. Ashvin Verma vide his email dated January 24, 2019 confirmed his attendance for the hearing. On the day of the scheduled hearing, Mr. Dipak Purwar appeared for the hearing as AR of Mr. Ashvin Verma. The AR submitted that the Noticee has not received the SCN in the extant matter. The AR was provided with the same at the time of hearing and was advised to submit a reply to the SCN. A copy of the SCN was also served on Mr. Ashvin Verma, vide SEBI letter dated February 7, 2019. 20. Mr. Dileep Gupta appeared for the hearing as AR of Ms. Usha Jaiswal. The AR submitted as follows:

20.1. The Noticee had been regularly trading in the market during the period 2009-2016. 20.2. The Noticee bought the shares in the extant matter based on the advice of Mr. S.K. Jain, Advocate who stays in the same locality as the Noticee. 20.3. Trades executed by the Noticee are not fraudulent in nature. 20.4. The AR was advised to submit additional submissions in the matter along with the broking statement of the Noticee including off market deals for the financial year 2013-2014 on or before February 6, 2019. 21. Mr. Ashvin Verma vide his letter dated March 6, 2019 submitted his response to the SCN wherein he inter alia submitted as follows: 21.1. He is a freelance photographer and does some trading. 21.2. He is neither connected to the company nor to any of the Noticees named in the SCN. 21.3. Shares were bought on advice and by his friend, Mr. Pawan Kumar Kaul on behalf of some person who was known to these persons. 21.4. Freezing of his demat account is causing him loss and he is facing difficulties in earning his livelihood. 22. Vide hearing notice dated April 11, 2019, Mr. Ashvin Verma was granted an opportunity of hearing on April 25, 2019. In response to the hearing notice, Mr. Ashvin Verma vide his email dated April 22, 2019 requested to adjourn the scheduled hearing by a months’ time as he was facing financial problems and he will not be able to attend or send his AR for the hearing. The Noticee was advised vide an email dated April 23, 2019, to attend the hearing via tele-conference from SEBI’s Northern Regional Office, New Delhi. However, the Noticee vide his email dated April 25, 2019 reiterated his request to adjourn the scheduled hearing. Mr. Ashvin Verma was granted another opportunity of hearing on May 22, 2019, vide hearing notice dated

May 3, 2019. However, the said hearing was rescheduled to May 29, 2019. The hearing rescheduled May 29, 2019 could not take place due to technical problem of tele-conference facility. Subsequently, vide an email dated May 29, 2019, Mr. Ashvin Verma requested to schedule the next hearing after a months’ time due to non-availability of his AR in the month of June, 2019. The Noticee was granted an opportunity of hearing on July 4, 2019, vide hearing notice dated June 3, 2019. 23. On the day of the scheduled hearing, Mr. Dipak Purwar appeared for the hearing as AR of Mr. Ashvin Verma. The AR inter alia submitted as follows: 23.1. The Noticee is 29 years old freelance photographer with very low income. 23.2. His demat account / trading account was misused by his friend, Mr. Pawan Kaul. 23.3. The Noticee has not signed the demat account, trading account and bank account opening form. 23.4. Noticee has a separate trading account from where he executes his trades. 23.5. Noticee has received 2 other notices from SEBI. 23.6. The AR was advised to submit the following information / documents on or before August 4, 2019: 23.6.1. Did the Noticee attest his identity proof and address proof and gave it to his friend? 23.6.2. Documentary evidence that the demat account, trading account and bank account were opened without Noticee’s consent. 23.6.3. Photocopy of account opening form with the stock broker from where the trades were executed in the extant scrip. 23.6.4. Photocopy of account opening form, which the Noticee uses to trade. 23.6.5. Noticee’s trading details for the financial year 2013-2014.

24. Considering Mr. Ashvin Verma was granted time till August 4, 2019 for submitting aforesaid information / documents and no submission was made by the Noticee till September 19, 2019, a reminder email dated September 20, 2019 was sent to him to submit the information / documents as undertaken by him/ his AR at the time of the hearing. Vide his email dated September 23, 2019, the Noticee requested for one months’ time to submit information / documents as his mother is not well and his financial condition is weak. The Noticee was granted a weeks’ time to submit the details, vide an email dated September 25, 2019. In response to the said email, the Noticee requested for two weeks’ time to submit the information / documents. Further vide his email dated October 3, 2019, Noticee also requested for an opportunity of hearing in the matter. The request of the Noticee was considered and the Noticee was granted another weeks’ time to submit the details as undertaken by him at the time of the scheduled hearing on July 4, 2019. In the facts and circumstances of the case, his request for another hearing was not acceded.

Mr. Ashvin Verma vide his letter dated October 24, 2019 reiterated his earlier submissions made in the extant matter. However, the information / documents which he undertook to submit at the time of hearing was not submitted by him with his additional submissions. FINDINGS & CONSIDERATIONS 25. Before delving into the merits of the case, I note that the Noticees namely, Aavia Buildtech Pvt. Ltd., Aavia Softech Private Ltd., Accurate Buildwell Pvt. Ltd., Ms. Anchal Goel, Bluechip Fincap Serve Pvt Ltd., Century Buildmart Pvt. Ltd., Mr. Mansoor Hasan Khan, Ms. Meenu Goyal, Mould Trading Pvt. Ltd., Ocean Share Brokers Pvt. Ltd., Ms. Poonam Mittal, Steady Capital Advisory Services Private Ltd. and Sure Portfolio Services Pvt Ltd. have neither replied to the SCN nor have attended the hearing. Proof of service of SCN and hearing notices are on record. In this regard, the observations of Hon’ble Securities Appellate Tribunal (hereinafter referred to as ‘SAT’) in the matter of Sanjay Kumar Tayal & Others Vs. SEBI decided on February 11, 2014 is pertinent here. The Hon’ble SAT observed as follows: “…As rightly contended by Mr. Rustomjee, learned senior counsel for respondents, appellants have neither filed reply to show cause notices issued to them nor availed opportunity of personal hearing offered to them in the adjudication proceedings and, therefore, appellants are presumed to have admitted charges leveled against them in the show cause notices…” 26. Without prejudice to the above observation, I proceed to examine the matter on merits.

To that effect, I have perused the SCN, reply, oral submissions and other materials available on record. On perusal of the same, the following issues arise for consideration: (i) Whether the Noticees are connected with the company and constitute a Group? (ii) If the above is true, whether the Noticees as a group by indulging in trading amongst themselves have manipulated the price in the scrip of JPIL and have created a misleading appearance of trading in the scrip during the period December 16, 2013 to June 25, 2014? (iii) If answer to issue no. (ii) is in affirmative, whether the Noticees have violated the provisions of PFUTP Regulations? (iv) If answer to issue no. (iii) is in affirmative, what directions, if any should be issued against the Noticees? Issue No. 1 - Whether the Noticees are connected with the company and constitute a Group? 27. It is noted from the IR that the Noticees (25 in no.) are connected with each other based on UCC data, off-market transfers, common directorships and financial transactions. Collectively, they are called as “Jolly Group”. The particulars and the findings with respect to the basis of connection is given in the table below:

Sl. Name of the entity Connection No. 1 Aavia Buildtech Pvt. Ltd. Had off-market transaction with Core Capital Services Ltd. in the scrip of JPIL on 28/12/2013 & 6/1/2014 wherein it had transferred 7,700 shares & 800 shares respectively. Mr. Satendra Kumar (Director of Core Capital Services Ltd.) shares address “DA/4/106, Dua Business Centre, Main Vikas Marg, Shankarpur, New Delhi" with Strop Creation Pvt. Ltd. (as per UCC). Strop Creation Pvt. Ltd. had off-market transaction with Mr. Braj Mohan Singh, who is the Director of JPIL on 15/7/2013 wherein the Director transferred 1,300 shares of JPIL to it. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. Core Capital Services Ltd. is also connected with the company and is a member of the Jolly Group. 2 Aavia Softech Pvt. Ltd. It has common Director and telephone no. with the Noticee at sl. no. 1. Further, it had transferred 5,400 shares of JPIL in off-market to Core Capital Services Ltd. on 6/1/2014. For its further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: The Noticee apart from being connected with Aavia Buildtech Pvt. Ltd. is also connected with the company. 3 Abhinav Leasing & Finance Ltd. a) Mr. Atul Kumar Agarwal, Director of the entity is also the Director of Capital Stocks & Shares Ltd. and Aglow Financial Services Pvt. Ltd. As per Annual Report of JPIL for the FY 2011-12, JPIL has made investments in equity shares of Capital Stocks & Shares Limited. As per UCC, "S524, Vikas Marg, Shakarpur, New Delhi" is the common address for the entities Mr. Braj Mohan Singh (Director of JPIL) and Capital Stocks & Shares Ltd. As per UCC, 22482084 is the common telephone number for the entities Capital Stocks & Shares Ltd. and Venus Insec Pvt. Ltd. (Mr. Braj Mohan Singh, Director of JPIL, is also the Director of Venus Insec Pvt. Ltd.). Aglow Financial Services Pvt. Ltd. - As per UCC, 9899249168 is the common telephone number for entities Panafic Industrials Ltd., Shridhar Financial Services Ltd. and Aglow Financial Services Pvt. Ltd (Mr. Braj Mohan Singh, Director of JPIL, is also Director of Panafic Industrials Ltd.). As per UCC, "S524, Vikas Marg, Shakarpur, New Delhi" is the common address for the entities Mr. Braj Mohan Singh and Aglow

Financial Services Pvt. Ltd. Panafic Industrials Ltd. and Aglow Financial Services Pvt. Ltd. have common email id viz., midasonline@gmail.com, as per UCC database. Venus Insec Pvt. Ltd. (Kotak Mahindra Bank A/c no. 634011032185) received/ transferred funds from/ to Aglow Financial Services Pvt. Ltd. b) As per UCC, 9811021049 is the common telephone number for the entities Shridhar Financial Services Ltd., Capital Securities Ltd, Abhinav Leasing & Finance Ltd. As per Annual Report of JPIL for the FY 2011-12, JIPL has made investments in equity shares of Shridhar Financial Services Ltd. Abhinav Leasing & Finance Ltd. (Axis Bank A/c no. 914020006720636) received/ transferred funds from/ to Venus Insec Pvt. Ltd., Capital Securities Ltd, Surya MediTech Ltd., Aglow Financial Services Pvt. Ltd. and Shridhar Financial Services Ltd. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 4 Accurate Buildwell Pvt. Ltd. a) As per UCC, 9560224708 is the common telephone number for the entities Accurate Buildwell Pvt. Ltd. and Mould Trading Pvt. Ltd. Mould Trading Pvt. Ltd. (Axis Bank A/c no. 912020068266334) received/ transferred funds from/ to South Asia Portfolios Pvt. Ltd. South Asia Portfolios Pvt. Ltd. had transferred a total of 52,600 shares of JIPL in off-market to Shridhar Financial Services Ltd. on 5/9/2013 & 10/9/20103. As per Annual Report of JIPL for the FY 2011-12, JPIL has made investments in equity shares of Shridhar Financial Services Ltd. b) Accurate Buildwell Pvt. Ltd. had transferred 66,800 shares of JPIL in off-market to Core Capital Services during the period 5/12/2013 to 12/4/2014. For its further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 5 Aglow Financial Services Pvt. a) As per UCC, 9899249168 is the common telephone number for Ltd entities Panafic Industrials Ltd., Shridhar Financial Services Ltd. and Aglow Financial Services Pvt. Ltd. As per UCC, "S524 Vikas Marg Shakarpur New Delhi" is the common address for the entities Mr. Braj Mohan Singh and Aglow Financial Services Pvt. Ltd. Panafic Industrials

Ltd. and Aglow Financial Services Pvt. Ltd. have common email id viz., midasonline@gmail.com, as per UCC database. Venus Insec Pvt. Ltd. (Kotak Mahindra Bank A/c no. 634011032185) received/ transferred funds from/ to Aglow Financial Services Pvt. Ltd. b) As per MCA, Mr. Atul Kumar Agarwal is the common Director with entities Capital Stocks & Shares Ltd., Aglow Financial Services Pvt. Ltd, Abhinav Leasing & Finance Ltd. Please refer to sl. no. 3 for further basis of entity’s connection with the company. c) Surya Medi Tech Ltd. (Kotak Mahindra Bank A/c no. 634011030829) received/ transferred funds from/ to Aglow Financial Services Pvt. Ltd. As per MCA, Mr. Virender Gupta is the common Director with entities Surya Medi Tech Ltd. and Panafic Industrials Ltd. Surya Medi Tech Ltd. (Kotak Mahindra Bank A/c no. 634011030829) received/ transferred funds from/ to Shridhar Financial Services Ltd., JPIL, Aglow Financial Services Pvt. Ltd, Venus Insec Pvt. Ltd., Panafic Industrials Ltd. and Capital Securities Ltd. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company.

6 Ms. Anchal Goel The entity had received 7,800 shares of JPIL in off-market from Core Capital Services Ltd. on 18/12/2013. For its further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip on 20/12/2013, post her off-market transaction. Thus, the Noticee apart from being connected with Core Capital Services Ltd. is also connected with the company. 7 Ashok Kumar Jain HUF The entity had received 12,000 shares of JPIL in off-market from Core Capital Services Ltd. on 25/11/2013. For its further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip on 16-17/12/2013, post its off-market transaction. Thus, the Noticee apart from being connected with Core Capital Services Ltd. is also connected with the company. 8 Mr. Ashvin Verma The entity had transferred a total of 1,62,200 shares of JPIL in off-market to Core Capital Services Ltd. during the period 14/10/2013 to 20/01/2014.

For its further basis of connection with the company, reference may be made to sl. no. 1 of this table The entity had received 5,000 shares of JPIL in off-market from Mr. Laxmikant Gaggar on 23/12/2013. Finding: I note from the order log trade log that the entity has traded in the scrip, post his off-market transaction. Thus, the Noticee apart from being connected with the other entities mentioned above is also connected with the company. 9 Bluechip Fincap Serve Pvt. Ltd. a) The entity had received 66,000 shares of JPIL in off-market transaction with Sure Portfolio Services Pvt. Ltd. on 20/3/2014. Address “DA/4/106, Dua Business Centre, Main Vikas Marg, Shankarpur, New Delhi" is common for Strop Creation Pvt. Ltd., Mr. Rahul Kumar Jain (Director of Pummy Garments), Mr. Satendra Kumar (Director of Core Capital Services Ltd.) and Mr. Ramji (Director of Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory). For further basis of connection of the entity and Pummy Garments with the company, reference may be made to sl. no. 1 of this table. b) The entity had received 43,000 shares of JPIL in off-market transaction with Mould Trading Pvt. Ltd. on 27/3/2014.

Mould Trading Pvt. Ltd. (Axis Bank A/c no. 912020068266334) had received/ transferred funds from/ to South Asia Portfolios Pvt. Ltd. South Asia Portfolios Pvt. Ltd. had off-market transaction with Shridhar Financial Services Ltd. As per Annual Report of JPIL for the FY 2011-12, JPIL had made investments in equity shares of Shridhar Financial Services Ltd. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. Pummy Garments is also connected with the company and is a member of the Jolly Group.

10 Capital Securities Ltd. a) As per MCA, Mr. Sudhir Kumar Agarwal is the common Director with entities Shridhar Financial Services Ltd, Panafic Industrials Ltd. and Capital Securities Ltd. Mr. Braj Mohan Singh, Director of JPIL, is also the Director of the last 2 entities. b) As per MCA, Mr. Om Parkash Aggarwal is the common Director with entities Shridhar Financial Services Ltd. and Capital Securities Ltd. As per Annual Report of JPIL for the FY 2011-12, JPIL has made investments in equity shares of Shridhar Financial Services Ltd. c) Address "D-6, Arya Nagar Apartments, I.P. Extension, Patparganj, Delhi 110092" is common for Mr. Atul Kumar Agarwal (Director of Aglow Financial Services Pvt. Ltd.) and Mr. Sudhir Kumar Agarwal. For further basis of connection with the company, please refer to sl. no. 5 of this table. d) As per UCC, 9811021049 is the common telephone number for the entities Shridhar Financial Services Ltd, Capital Securities Ltd, Abhinav Leasing & Finance Ltd. For further basis of connection with the company, please refer to sl. no. 3 of this table. e) Surya Medi Tech Limited (Kotak Mahindra Bank A/c no. 634011030829) received/ transferred funds from/ to Capital Securities Ltd. For further basis of connection with the company, please refer to sl. no. 5(c) of this table. f) Venus Insec Pvt. Ltd. (Kotak Mahindra Bank A/c no. 634011032185) received/ transferred funds from/ to Capital Securities Ltd. g) Abhinav Leasing & Finance Ltd (Axis Bank A/c no. 914020006720636) received/ transferred funds from/ to Capital Securities Ltd. For further basis of connection with the company, please refer to sl. no. 3 of this table.

Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 11 Century Buildmart Pvt. Ltd. a) The entity had transferred a total of 30,800 shares of JPIL in off-market to Core Capital Services Ltd. on 6/1/2014 & 29/1/2014. For its further basis of connection with the company, reference may be made to sl. no. 1 of this table. b) As per MCA, Mr. Lalit Kumar is a common Director with entities Century Buildmart Pvt. Ltd. and Ocean Share Brokers Pvt. Ltd. As per MCA, Mr. Mukesh Kumar is a common Director with entities Accurate Buildwell Pvt. Ltd. (Noticee at sl. no. 4) and Ocean Share Brokers Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. no. 4 of this table.

Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 12 Ms. Kanchan Bastimal Jain The entity had received 2,000 shares of JPIL in off-market from Mr. Ashvin Verma on 29/10/2013. For her further basis of connection with the company, reference may be made to sl. no. 8 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post her off-market transaction. Thus, the Noticee apart from being connected with Mr. Ashvin Verma is also connected with the company. 13 Mr. Lalit Mohan Gupta The entity had received 4,000 shares of JPIL in off-market from Core Capital Services Ltd. on 5/12/2013. For his further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post his off-market transaction. Thus, the Noticee apart from being connected with Core Capital Services is also connected with the company. 14 Mr. Laxmikant Gaggar The entity had transferred 5,000 shares of JPIL in off-market to Mr. Ashvin Verma on 23/12/2013. For his further basis of connection with the company, reference may be made to sl. no. 8 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post his off-market transaction. Thus, the Noticee apart from being connected with Mr. Ashvin Verma is also connected with the company. 15 Mr. Mansoor Hasan Khan The entity had received 17,000 shares of JPIL in off-market from Pummy Garments on 20/12/2013. Mr. Rahul Kumar Jain is the Director of Pummy Garments. Address “DA/4/106, Dua Business Centre, Main Vikas Marg, Shankarpur, New Delhi" is common for Strop Creation Private Limited, Mr. Rahul Kumar Jain, Mr. Satendra Kumar (Director of Core Capital Services Ltd.) and Mr. Ramji (Director of Sure Portfolio and Steady Capital Advisory). For further basis of connection of the Noticee with the company, reference may be made to sl. no. 1 of this table. Mr. Rahul Kumar Jain had transferred 25,000 shares of JPIL in off-market to Shridhar Financial Services Ltd. on 6/9/2013. As per Annual Report of JPIL for the FY 2011-12, JPIL has made investments in equity shares of Shridhar Financial Services Ltd.

Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 16 Ms. Meenu Goyal The entity had received 14,000 shares of JPIL in off-market from Sure Portfolio Services Pvt. Ltd. on 28/3/2014. Address "DA/4/106, Dua Business Centre, Main Vikas Marg, Shankarpur, New Delhi" is common for Strop Creation Pvt. Ltd., Mr. Rahul Kumar Jain, Mr. Satendra Kumar (Director of Core Capital Services Ltd.) and Mr. Ramji (Director of Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory Services Pvt. Ltd.). For further basis of connection of the entity with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that she has traded in the scrip of JPIL with the member of Jolly Group, Mr. Mansoor Hasan Khan on 24/12/2013. Her trade with Mr. Mansoor Hasan Khan precedes her off market transaction with the connected entity of the company by 3 months. I note that it is also not the case that she has traded in the scrip with Mr. Mansoor Hasan Khan and immediately transferred the said shares in off market to a member of Jolly Group. Further, from her trading activity in the scrip during the period when she was active in the scrip i.e. November 21, 2013 to December 31, 2013, it is seen that apart from Mr. Mansoor Hasan Khan, she has traded with 24 other counter parties in the scrip and none of them are members of the Jolly Group. Therefore, a benefit of doubt can be given to her that she is not part of the Jolly Group. 17 Mould Trading Pvt. Ltd. a) Mould Trading Pvt Ltd (Axis Bank A/c no. 912020068266334) received/ transferred funds from/ to South Asia Portfolios Private Limited. South Asia Portfolios Private Limited had transferred a total of 52,600 shares of JIPL in off-market to Shridhar Financial Services Ltd. on 5/9/2013 & 10/9/20103. As per Annual Report of JIPL for the FY 2011-12, JPIL has made investments in equity shares of Shridhar Financial Services Ltd. b) As per UCC, 9560224708 is the common telephone number for the entities Accurate Buildwell Pvt. Ltd. (Noticee at sl. no. 4) and Mould Trading Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. no. 4 of this table. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company.

18 Ocean Share Brokers Pvt. Ltd. a) As per MCA, Mr. Mukesh Kumar is a common Director with entities Accurate Buildwell Pvt. Ltd. (Noticee at sl. no. 4) and Ocean Share Brokers Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. no. 4 of this table. b) As per MCA, Mr. Lalit Kumar is a common Director with entities Century Buildmart Pvt. Ltd. and Ocean Share Brokers Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. 11 of this table. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 19 Ms. Poonam Mittal The entity had received a total of 1,44,700 shares of JPIL in off-market from Core Capital Services Ltd. during the period 11/12/2013 to 29/1/2014. For her further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post her off-market transaction. Thus, the Noticee apart from being connected with Core Capital Services Ltd. is also connected with the company. 20 Mr. Ram Kumar Goel The entity had received 5,000 shares of JPIL in off-market from Pummy Garments on 7/11/2013. For his further basis of connection with the company, reference may be made to sl. no. 15 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post his off-market transaction. Thus, the Noticee apart from being connected with Pummy Garments is also connected with the company. 21 Shridhar Financial Services Ltd. As per MCA, Mr. Sudhir Kumar Agarwal is a common Director with entities Shridhar Financial Services Ltd, Panafic Industrials Ltd. (Mr. Braj Mohan Singh, Director of JPIL, is also Director of Panafic Industrials Ltd.) and Capital Securities Ltd. (Noticee at sl. no.10). For its further basis of connection with the company, reference may be made to sl. no. 10 of this table.

As per UCC, 9899249168 is the common telephone number for entities Panafic Industrials Ltd., Aglow Financial Services Pvt. Ltd., Shridhar Financial Services Ltd. As per UCC, "S524 Vikas Marg Shakarpur New Delhi" is the common address for the entities Mr. Braj Mohan Singh, Capital Stocks & Shares Limited, Shridhar Financial Services Ltd, Aglow Financial Services Pvt Ltd. As per Annual Report of JPIL for the FY 2011-12, JPIL has made investments in equity shares of Shridhar Financial Services Ltd. Surya Medi Tech Ltd. (Kotak Mahindra Bank A/c no. 634011030829) received/ transferred funds from/ to Shridhar Financial Services Ltd. Venus Insec Pvt. Ltd. (Kotak Mahindra Bank A/c no. 634011032185) received/ transferred funds from/ to Shridhar Financial Services Ltd. Abhinav Leasing & Finance Ltd. (Axis Bank A/c no. 914020006720636) received/ transferred funds from/ to Shridhar Financial Services Ltd. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 22 Steady Capital Advisory Services Address “DA/4/106, Dua Business Centre, Main Vikas Marg, Pvt. Ltd. Shankarpur, New Delhi" is common for Strop Creation Pvt. Ltd., Mr. Rahul Kumar Jain, Mr. Satendra Kumar (Director of Core Capital Services Ltd.) and Mr. Ramji (Director of Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory Services Pvt. Ltd.). For further basis of connection of the entity with the company, reference may be made to sl. no. 1 of this table. As per MCA, common registered address "C-17, Ground Floor, Guru Nanak Pura, Laxmi Nagar Delhi East Delhi DL 110092" with entities Pummy Garments Private Limited, Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory Services Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. no. 15 of this table. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company.

23 Sure Portfolio Services Pvt. Ltd. Address “DA/4/106, Dua Business Centre, Main Vikas Marg, Shankarpur, New Delhi" is common for Strop Creation Pvt. Ltd., Mr. Rahul Kumar Jain, Mr. Satendra Kumar (Director of Core Capital Services Ltd.) and Mr. Ramji (Director of Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory Services Pvt. Ltd.). For further basis of connection of the entity with the company, reference may be made to sl. no. 1 of this table. As per MCA, common registered address "C-17, Ground Floor, Guru Nanak Pura, Laxmi Nagar Delhi East Delhi DL 110092" with entities Pummy Garments Private Limited, Sure Portfolio Services Pvt. Ltd. and Steady Capital Advisory Services Pvt. Ltd. For its further basis of connection with the company, reference may be made to sl. no. 15 of this table. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 24 Surya Medi Tech Ltd. As per MCA, Mr. Virender Gupta is a common director with entities Surya Medi Tech Ltd. and Panafic Industrials Ltd. Mr. Braj Mohan Singh, Director of JPIL, is also Director of Panafic Industrials Ltd. Surya Medi Tech Limited (Kotak Mahindra Bank A/c no. 634011030829) received/ transferred funds from/ to Shridhar Financial Services Ltd. (Noticee at sl. no. 21), JPIL, Aglow Financial Services Pvt. Ltd. (Noticee at sl. no. 5), Venus Insec Pvt. Ltd., Panafic Industrials Ltd and Capital Securities Ltd. (Noticee at sl. no. 10). Abhinav Leasing & Finance Ltd. (Noticee at sl. no. 3) (Axis Bank A/c no. 914020006720636) received/ transferred funds from/ to Surya Medi Tech Ltd. Finding: The Noticee apart from being connected with the other entities mentioned above is also connected with the company. 25 Ms. Usha Jaiswal The entity had received 33,200 shares of JPIL in off-market from Core Capital Services Ltd. on 28/12/2013. For her further basis of connection with the company, reference may be made to sl. no. 1 of this table. Finding: I note from the order log trade log that the entity has traded in the scrip, post her off-market transaction. Thus, the Noticee apart from being connected with Core Capital Services is also connected with the company.

28. Thus, from the above table it can be seen that the members of Jolly Group (24 in nos.) are inter -se connected as well as connected with the company. Issue No. 2 – If the above is true, whether the Noticees as a group by indulging in trading amongst themselves have manipulated the price in the scrip of JPIL and have created a misleading appearance of trading in the scrip during the period December 16, 2013 to June 25, 2014? 29. It is noted from the material available on record that during the period, December 16, 2013 to June 25, 2014, when the price of the scrip fell from ` 288 to ` 49.5, the members of Jolly Group by executing 26 trades amongst themselves have made a total negative LTP contribution of ` 110.1 which is 24.72% of market negative LTP during the aforesaid period. 30. I note from the order log trade log that the negative LTP contributing trades executed by Jolly Group during the six month period was distributed over the said six months as follows: Sl. No. Month No. of Trades 1 December 10 2 January 7 3 February 5 4 March 2 5 April 0 6 May 0 7 June 2 Total 26

31. From the above, I note that Jolly Group members were active between December,

2013 to March, 2014 and then there was a period of inactivity / hiatus of almost 2.5 months, before two trades contributing to the negative LTP were executed by the Jolly Group members. From the trade data as available on the BSE Ltd. website for the period March 31, 2014 (March 28, 2014 was the last day of trading by Jolly Group members before the break) to June 16, 2014 (on June 17, 2014, Jolly Group members resumed trading), I note that a total of 476 trades were executed on 23 days at an average weighted average price of ` 64.70 for 7,04,900 shares. Further, the closing price on March 28, 2014 was ` 56.65 and the closing price on June 16, 2014 was ` 70.55. Thus, during the period of inactivity of Jolly Group members, the price of the scrip had increased by ` 13.9. Moreover, during the said period on an average 30,648 shares were traded and 21 trades on an average were executed. Thus, it cannot be said that the scrip was inactive during the period, March 31, 2014 to June 16, 2014. 32. In view of the aforesaid discussions, I find that in light of the trading activity in the scrip in terms of volume, price trend and average number of trades in the intervening period, it can be held that the probability of the negative impact on LTP which the members of Jolly Group had in the scrip for the period December, 2013 to March, 2014, if any (the issue is determined in subsequent paragraphs) being carry forward to the latter half of June, 2014 after a hiatus of 2.5 months, in the facts and circumstances of the matter, is very low.

Moreover, to have an impact on the LTP, one of the determining factors is the frequency of placing orders / proximity of placing orders in one direction. In the instant matter, there is a gap of 2.5 months between placing of orders. Thus, it is not tenable to club the impact which the trades of Jolly Group members had on the LTP during the period December, 2016 to March, 2014, if any, with the trades executed in the latter half of June, 2014. 33. Further, from the basis of connection, as noted earlier, Ms. Meenu Goyal is not part of the Jolly Group as she her trade with the member of Jolly Group namely Mr. Mansoor Hasan Khan precedes her off market transaction with the connected entity of the company by 3 months. Consequently, her 2 trades will have to be excluded from the trades of Jolly Group. 34. In light of the aforesaid conclusion arrived at, it is further observed that Mr. Mansoor Hasan Khan being part of the Jolly Group has traded only with Ms. Meenu Goyal and he has no other trades with Jolly Group members which had an impact on the LTP, so his trades would also have to be excluded from the total trades while considering the impact of trades on LTP by the other members of the Jolly Group, as Mr. Mansoor Hasan Khan’s trades were not with a member of the Jolly Group.

35. Thus, based on the aforesaid discussions, the trades executed by Jolly Group members in the month of June, 2014 and trades executed between Ms. Meenu Goyal and Mr. Mansoor Hasan Khan have to be differentiated from the other trades executed by the Jolly Group members in the scrip executed during patch 4 of the investigation period. In other words, the revised figures to be considered for LTP manipulation are as follows: Jolly Group members by executing 22 trades amongst themselves have made a total negative LTP contribution of ` 102.45 which is 23% of market negative LTP during the period, December 17, 2013 to March 28, 2014. 36. The following is noted with respect to the trading pattern of the Jolly Group members during the period, December 17, 2013 to March 28, 2014: 36.1. During the aforesaid period, Jolly Group members, on a regular basis were putting orders below LTP. It is noted that out of 63 days that the scrip traded, Jolly Group members have traded on 20 days i.e. every third day Noticees were executing trades below LTP. 36.2. The Noticees have consistently placed orders far from the LTP in the range of ` - 12.75 to ` -0.45 and thus have made a total negative LTP contribution of ` 102.45 which is 23% of market negative LTP during the aforesaid period.

The same is a significant contribution to the negative LTP. 36.3. It is observed that out of 63 days, there were 28 days in which only 1 trade was executed in the scrip. Out of the said 28 days, Jolly Group members had executed trades on 10 days and that too far removed from the LTP in the range of ` -10.95 to ` -1.4. 36.4. It is further observed that out of 20 days that Jolly Group members have traded in the scrip as a group, on 50% of the days i.e. on 10 days, they had executed single trades in the scrip away from the LTP. The frequency of executing trades and the particulars of the trades, indicates their culpability in decreasing the price of the scrip. 36.5. I also note that in all the said 20 trades executed by the Jolly Group members, the sell orders were placed first which were below the LTP which further aids in decreasing the price of the scrip as it gives indication to the buyers regarding availability of shares below the LTP. A rational seller should endeavor to get a higher price for his scrip. In the instant matter the sellers belonging to the Jolly Group were placing sell orders below the LTP and not even at the LTP.

Moreover on 9 days, the sell orders below the LTP was placed at 9 am and on 2 days, the sell orders were placed before 9:30 am. The same when seen in light of the average number of trades which was executed in the scrip during the period which was 17, indicates that the act of the Jolly Group members of placing sell orders early in the day was to give a certain direction to the movement in the price of the scrip which in the instant matter was downward. 36.6. Aavia Buildtech Pvt. Ltd., Aavia Softech Pvt. Ltd., Accurate Buildwell Pvt. Ltd., Mr. Ashvin Verma and Century Buildmart Pvt. Ltd. after buying shares from a member of Jolly Group have transferred certain number of shares in off market to Core Capital Services Ltd., another member of Jolly Group immediately or within few days. While, other Jolly Group members’ viz., Ms. Anchal Goel, Ashok Kumar Jain HUF, Bluechip Fincap Serve Pvt. Ltd., Mr. Lalit Mohan Gupta, Ms. Poonam Mittal and Ms. Usha Jaiswal after receiving shares of JPIL in off market from certain other members of Jolly Group, have traded in the market with members of Jolly Group within a few days.

It is also noted that except Bluechip Fincap Serve Pvt. Ltd. who had received shares in off market from Sure Portfolio Services Pvt. Ltd., every other member of Jolly Group named above, had received or transferred shares of JPIL from Core Capital Services Ltd. Thus, the movement of shares wherein Core Capital Services Ltd., a connected entity to the company is involved either in transferring shares in off market or receiving shares in off market is reflective of a strategy whereby the connected members of the Jolly Group are transferring shares amongst themselves both in the market and off market and in the that process by trading on the Exchange platform are having an impact on the price of the scrip as noted above. Thus, the trading behavior of the Jolly Group is not genuine. 37. Thus, the aforesaid trading pattern do reveals a clear and set pattern / behavior of the Jolly Group members of consistently executing trades far removed from the LTP and that too on a regular basis to have an impact on the price of the scrip. Therefore the totality of the picture that emerges from the pattern of trades executed by the Jolly Group members is that the same is indicative of a concerted level of activity to have a substantial negative impact on the price of the scrip and was non-genuine.

38. I note that in cases of market manipulation, admittedly, no direct evidence would be forthcoming / available. Manipulative transactions are to be tested on the conduct of parties and abnormality of practices which defy normal logic and laid down procedures. What is needed, is to prove that in a factual matrix, preponderance of probabilities indicate a fraud. In this regard, the observations of Hon’ble Supreme Court of India in SEBI vs. Kishore R Ajmera et.al. decided on February 23, 2016 wherein the Hon’ble Court while deciding the matter under SEBI Act and PFUTP Regulations where there was no direct evidence forthcoming, observed as follows: “It is a fundamental principle of law that proof of an allegation levelled against a person may be in the form of direct substantive evidence or, as in many cases, such proof may have to be inferred by a logical process of reasoning from the totality of the attending facts and circumstances surrounding the allegations/charges made and levelled. While direct evidence is a more certain basis to come to a conclusion, yet, in the absence thereof the Courts cannot be helpless.

It is the judicial duty to take note of the immediate and proximate facts and circumstances surrounding the events on which the charges/allegations are founded and to reach what would appear to the Court to be a reasonable conclusion therefrom. The test would always be that what inferential process that a reasonable/prudent man would adopt to arrive at a conclusion…” 39. Taking support of the observations of Hon’ble Apex Court in Kishore R Ajmera matter, I note that in order to determine whether a trade is manipulative in nature or not, the same has to be inferred from the attending circumstances because direct evidence in such cases may not be available. The list of factors to be taken note of, in the very nature of things, cannot be exhaustive. Any one factor may or may not be decisive and it is from the cumulative effect of attending circumstances an inference will have to be drawn. 40. In the instant matter, apart from the trading pattern which was found to be non-genuine, I also note that between the period March 31, 2014 to June 16, 2014 when the Jolly Group members were not executing trades in the scrips amongst themselves, the price of the scrip gradually increased.

The same coupled with the connection of the members of the Jolly Group with the company, based on preponderance of probability, leads to a conclusion that the aforesaid trades executed by the Jolly Group members in the scrip were manipulative in nature and had created a misleading appearance of trading in the scrip. 41. Mr. Ram Kumar Goel has submitted that he had bought 5,000 shares of JPIL on advice of his stock broker and he has also stated that his small volume in the scrip cannot manipulate the scrip. In this regard, it is observed from the records that Mr. Ram Kumar Goel had received 5,000 shares of JPIL in off market from another member of Jolly Group namely Pummy Garments on November 7, 2013 and had sold 2,000 shares of JPIL to Steady Capital Advisory Services Pvt. Ltd., another member of Jolly Group on December 23, 2013. The Noticee has not given an explanation as to why when the shares of the company were available in the market, he had bought them off market from a connected entity of the company and had also sold the same to a connected entity of the company. Further, the allegation against him is that he being part of the Jolly Group has manipulated price of the scrip and hence his trading in the scrip cannot be considered independently of the trading of other members of Jolly Group.

Therefore, his submission that his trading in small volume cannot have an impact on the price of the scrip, is not tenable. 42. Ms. Usha Jaiswal, Mr. Lalit Mohan Gupta and Ashok Kumar Jain HUF have submitted that they have no connection with the company and that they had bought shares of JPIL based on the information received from the market when they felt that the rates were good. It has already been held in preceding paragraphs that the aforesaid 3 Noticees are connected with the company. Ashok Kumar Jain HUF had received 12,000 shares of JPIL in off-market from Core Capital Services Ltd. on 25/11/2013 and had sold the same within few days of receiving it on 16-17/12/2013. Mr. Lalit Mohan Gupta had received 4,000 shares of JPIL in off-market from Core Capital Services Ltd. on 5/12/2013 and had sold the same within few days of receiving it on 24/12/2013. Ms. Usha Jaiswal had received 33,200 shares of JPIL in off-market from Core Capital Services Ltd. on 28/12/2013 and had sold the same within few days of receiving it on 8-9/1/2014 and on 13/1/2014. No explanation has been put forth by the aforesaid 3 Noticees as to why they had bought shares in the off market when the shares were available in the market and that too from a common entity who is connected to the company.

Noticees have also not submitted any documentary evidence to substantiate their trading behaviuor in other scrips whereinj they had bought shares in the off market and had sold the said shares within a span of few days. In light of the conclusions arrived at in preceding paragraphs that the said 3 Noticees were part of the Jolly Group and that the Jolly Group was involved in price manipulation coupled with the fact that the Noticees sold the shares within a span of few days of receiving it in off market, leads to a conclusion that there trades were not in the normal course of their trading activity. 43. Ms. Kanchan Bastimal Jain has submitted that she is not connected with the company and had bought shares with the intent to make a windfall gain if she was lucky. It has been held in preceding paragraphs that she is connected with the company. She had received 2,000 shares of JPIL from the member of Jolly Group in off-market transfer and had sold the shares to members of Jolly Group on 2 separate occasions within a span of few days. The role of Jolly Group members in manipulating the price of the scrip has been discussed in preceding paragraphs.

Moreover, being a seller, it does not make economic rational to place orders below LTP, considering the scrip was traded almost on a daily basis. The Noticee has also not given her rationale to invest in a company which had zero net profit for the year ending March, 2012 and March, 2013 and no major corporate announcements were made by the company. Therefore, the submissions of the Noticee’s are not acceptable. 44. Surya Medi-Tech Ltd., Capital Securities Ltd. and Aglow Financial Services Pvt. Ltd. have submitted that they have bought the shares in off market to save brokerage. In this regard, I note that the Noticees have not submitted any documentary evidence of their off-market purchase viz., demat statement and name of the sellers. Further, they have also not submitted any documentary evidence to show that hat they have bought shares in off market in other scrips and have sold the same in the market, evidencing their trading pattern. It has been brought out earlier that the Noticees are connected with the company through common directorships and financial transactions and their role in manipulation of the price of the scrip has also been discussed in preceding paragraphs.

Thus, considering all the said factors, submission of the Noticees cannot be accepted. 45. Mr. Laxmikant Gaggar has submitted that he had given loan of ` 5 lakh for a month to Mr. Ashvin Verma and had kept the shares of JPIL as a collateral. Since, Mr. Ashvin Verma was not able to return the loan, he had sold the shares. I find that the Noticee has not submitted any bank statement reflecting the transfer of ` 5 lakh to Mr. Ashvin Verma. Further, he had sold the shares in the market to Mr. Ashvin Verma only that too before the expiry of one month period. Moreover, as per Noticee’s own submission, Mr. Ashvin Verma was not in a position to return the loan amount which made him sell the shares given as a collateral, then Mr. Ashvin Verma buying shares from the Noticee in the market and paying for the same, belies any rationale. Thus, the submissions of Mr. Laxmikant Gaggar are not tenable. 46. Mr. Ashvin Verma has submitted that he is not connected to the company. However, as noted in preceding paragraphs, based on his off market transfer in the extant scrip shows that he is connected to the company.

The Noticee had transferred a sizeable number of shares (1.62 lakh shares) in off market to Core Capital Services Ltd., a connected entity to the company on 13 instances within a 3 month period (approximately). Further, he had initially submitted that shares were bought on the advice and by his friend, Mr. Pawan Kaul on behalf of some person but later on, post hearing, he has submitted that Mr. Pawan Kaul misused his trading account. The submission being contradictory in nature cannot be accepted. Moreover, Mr. Ashvin Verma has not submitted any explanation as to how his friend misused his trading account. He has also not shown any steps that he took subsequent to the said misuse to rectify the same viz, complaint to the stock broker / competent authority. Even if the submission of Mr. Ashvin Verma is taken on face value, it is observed that by knowingly allowing his friend to deal in his trading account, he has played an equal role in the manipulative trading activity carried out by using his trading account. Here, I would like to refer to the order of Hon’ble SAT in the matter of Mahavirsingh N Chauhan and ANR vs. SEBI decided on October 18, 2019 wherein the Hon’ble SAT has observed as follows; “We are of the opinion that by renting their demat account, trading account etc., the appellants were concealing the identity of the fraudster and, thus, were acting not only in concert but in connivance with the said fraudster.

The appellants cannot, thus, escape from the liability of debarment and the wrongful gains made by them.” 47. In light of the aforesaid order of Hon’ble SAT, I note that Mr. Ashvin Verma by renting his trading account either for cash or kind was acting in connivance with his friend and it has already been brought in preceding paragraph that the trades executed from the trading account of Mr. Ashvin Verma in the extant scrip are manipulative in nature. Thus, Mr. Ashvin Verma is liable for the trades executed from his trading account. 48. In view of the aforesaid discussions, I find that out of 25 Jolly Group members who were alleged to have manipulated the price of the scrip in JPIL as per SCN, 21 Jolly Group members namely, Aavia Buildtech Pvt. Ltd., Aavia Softech Private Ltd., Accurate Buildwell Pvt. Ltd., Aglow Financial Services Pvt Ltd., Ms. Anchal Goel, Ashok Kumar Jain HUF, Mr. Ashvin Verma, Bluechip Fincap Serve Pvt Ltd., Capital Securities Ltd., Century Buildmart Pvt. Ltd., Ms. Kanchan Bastimal Jain, Mr. Lalit Mohan Gupta, Mr. Laxmikant Gaggar, Mould Trading Pvt. Ltd., Ocean Share Brokers Pvt. Ltd., Ms. Poonam Mittal, Mr. Ram Kumar Goel, Steady Capital Advisory Services Private Ltd., Sure Portfolio Services Pvt Ltd., Surya Medi Tech Ltd. and Ms. Usha Jaiswal have indulged in manipulation of the price of the scrip and have created a misleading appearance of trading in the scrip by trading amongst themselves.

Issue No. 3 - If answer to issue no. (ii) is in affirmative, whether the Noticees have violated the provisions of PFUTP Regulations? 49. Before embarking upon the necessary discussions, I would like to reproduce the relevant provisions of PFUTP Regulations: Regulation 3. Prohibition of certain dealings in securities No person shall directly or indirectly— (a) buy, sell or otherwise deal in securities in a fraudulent manner; (b) use or employ, in connection with issue, purchase or sale of any security listed or proposed to be listed in a recognized stock exchange, any manipulative or deceptive device or contrivance in contravention of the provisions of the Act or the rules or the regulations made there under; (c) employ any device, scheme or artifice to defraud in connection with dealing in or issue of securities which are listed or proposed to be listed on a recognized stock exchange; (d) engage in any act, practice, course of business which operates or would operate as fraud or deceit upon any person in connection with any dealing in or issue of securities which are listed or proposed to be listed on a recognized stock exchange in contravention of the provisions of the Act or the rules and the regulations made there under.

Regulation 4. Prohibition of manipulative, fraudulent and unfair trade practices (1) Without prejudice to the provisions of regulation 3, no person shall indulge in a fraudulent or an unfair trade practice in securities. (2) Dealing in securities shall be deemed to be a fraudulent or an unfair trade practice if it involves fraud and may include all or any of the following, namely:- (a) indulging in an act which creates false or misleading appearance of trading in the securities market; … (e) any act or omission amounting to manipulation of the price of a security; 50. It has been concluded in preceding paragraphs that members Jolly Group (21 in nos.) by trading amongst themselves below the LTP in the scrip have manipulated and created a misleading appearance of trading in the scrip by such trades. Here, I would like to refer to the matter of SEBI vs. Kanaiyalal Baldev Bhai Patel (2018) 13 SCC 753 which dealt with the definition of “fraud” as given under regulation 2(1) (c) of PFUTP Regulations. The following was observed by the Hon’ble Court: “6. The definition of 'fraud', which is an inclusive definition and, therefore, has to be understood to be broad and expansive, contemplates even an action or omission, as may be committed, even without any deceit if such act or omission has the effect of inducing another person to deal in securities.

Certainly, the definition expands beyond what can be normally understood to be a 'fraudulent act' or a conduct amounting to 'fraud'. The emphasis is on the act of inducement and the scrutiny must, therefore, be on the meaning that must be attributed to the word “induce” 51. The examination of the definition of fraud under the PFUTP Regulations envisages among other things fraud by way of “act” so as to have an “effect of inducement” on another person for dealing in securities. Further, aforesaid provisions of PFUTP Regulations prohibits employment of any device, scheme or artifice for fraud. In the given situation, members of Jolly Group who are connected to the company, came together to trade in a particular manner so as to have a negative impact on the price of the scrip. It goes without saying that the said act of the Jolly Group has the potential to induce the investors, genuine investors in the scrip may buy shares as the price was falling or sellers may sell their shares to stop further loss. Thus, the trading activity of the Jolly Group members have the potential to induce the investors to trade in the scrip.

Further, as discussed in preceding paragraphs, members of Jolly Group by executing impugned trades in the scrip have also manipulated the price of the scrip. Therefore, it is held that the members of Jolly Group (21 in nos.) have violated regulations 3(a), (b), (c), (d) and regulations 4(1), 4(2) (a) and (e) of PFUTP Regulations. Issue No. 4 - If answer to issue no. (iii) is in affirmative, what directions, if any should be issued against the Noticees? 52. Section 11 of SEBI Act casts a duty on the Board to protect the interests of investors in securities and to promote the development of and to regulate the securities market. For achieving such object, it has been authorised to take such measures as it thinks fit. Thus, power to take all measures necessary to discharge its duty under the statute which is a reflection of the objective disclosed in the preamble has been conferred in widest amplitude. Pursuant to the said objective, PFUTP Regulations have been framed. The said Regulations apart from other things aims to preserve and protect the market integrity in order to boost investor confidence in the securities market.

By executing manipulative trades, as has been executed by the members of Jolly Group (21 in nos.) in the instant matter, the price discovery system itself is affected. It also has an adverse impact on the fairness, integrity and transparency of the stock market. In view of the same and considering the violations committed by the members of Jolly Group (21 in nos.), I find that it becomes necessary for SEBI to issue appropriate directions against them. In arriving at an appropriate direction, the number of trades executed by the Jolly Group vis-à-vis the trades executed in the scrip and the average volume of their trades vis-à-vis the average volume during the patch have also been taken into account. Accordingly, in the facts and circumstances of the case, on taking into account the said factors, appropriate directions are issued. ORDER 53. In the facts and circumstances of the case, I, in exercise of the powers conferred upon me in terms of Section 19 read with Sections 11(1), 11(4) and 11B(1) of the Securities and Exchange Board of India Act, 1992, issue the following directions: 53.1.

Aavia Buildtech Pvt. Ltd. (PAN: AAKCA4090M), Aavia Softech Private Ltd. (PAN: AAKCA4089N), Accurate Buildwell Pvt. Ltd. (PAN: AAGCA4053L), Aglow Financial Services Pvt Ltd. (PAN: AABCA0924F), Ms. Anchal Goel (PAN: ANNPG9069M), Ashok Kumar Jain HUF (PAN: AABHA2275A), Mr. Ashvin Verma (PAN: AKFPV6256L), Bluechip Fincap Serve Pvt Ltd.( PAN: AAACB8904H), Capital Securities Ltd. (PAN: AAACC0033C), Century Buildmart Pvt. Ltd. (PAN: AADCC2898Q), Ms. Kanchan Bastimal Jain (PAN: ADLPJ7563R), Mr. Lalit Mohan Gupta (PAN: AASPG9938P), Mr. Laxmikant Gaggar (PAN: AJBPG9789J), Mould Trading Pvt. Ltd. (PAN: AAICM3232F), Ocean Share Brokers Pvt. Ltd. (PAN: AAACO7410K), Ms. Poonam Mittal (PAN: AAPFP1396K), Mr. Ram Kumar Goel (PAN: ACDPG3427E), Steady Capital Advisory Services Private Ltd. (PAN: AATCS2130B), Sure Portfolio Services Pvt Ltd. (PAN: AATCS2129L), Surya Medi Tech Ltd. (PAN: AALCS3282L) and Ms. Usha Jaiswal (PAN: AAFPJ6600A) are restrained from accessing the securities market for a period of one year from the date of this order and further prohibit them from buying, selling or otherwise dealing in securities, directly or indirectly, or being associated with the securities market in any manner, whatsoever, for a period of one year, from the date of this order.

Needless to say, in view of prohibition on sale of securities, it is clarified that during the period of restraint, the existing securities holding, including units of mutual funds, of the aforesaid Noticees shall remain frozen. 53.2. The show cause notice dated December 22, 2017 against Abhinav Leasing Finance Ltd. (PAN: AAACA1578J), Mr. Mansoor Hasan Khan (PAN: AMQPK1761J), Ms. Meenu Goyal (PAN: AAJPG7995D) and Shridhar Financial Services Ltd. (PAN: AABCS7408J) is disposed of without any directions. 54. The order shall come into force with immediate effect. 55. A copy of this order shall be served upon all recognised Stock Exchanges, Depositories and the Registrar and Share Transfer Agents to ensure compliance with the above directions.

DATE: March 4, 2020 MADHABI PURI BUCH PLACE: Mumbai WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA