Interim Order in the matter of Good Profit Advisory Company

WTM/MPB/IMD/SRO/ 161/2020

BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA CORAM: MADHABI PURI BUCH, WHOLE TIME MEMBER INTERIM ORDER Under Sections 11, 11(4), 11B (1) and 11D of the Securities and Exchange Board of India Act, 1992 In Re: Violation of provisions of Securities and Exchange Board of India (Investment Advisers) Regulations, 2013 In respect of:

Sr. No. Name of the Entities PAN

1 Good Profit Advisory Company and its AUBPJ4042N Proprietor S. Jansirani

1. Good Profit Advisory Company (“Good Profit”) is a sole proprietorship concern of S. Jansirani (“Jansirani”), having its registered address at No. 240-1, Virudhunagar road, near Indian Oil bunk, Tirumangalam – 625706.

2. Securities and Exchange Board of India (“SEBI”) received an application for registration of Investment Advisor from Jansirani on May 09, 2019. It was mentioned in the Form ‘A’ of the application that she is the proprietor of Good Profit and engaged in providing investment advice. On enquiry, she has stated that she was providing investment advice to clients and collected fee from clients in the range of Rs. 20,000 to Rs. 38,000 and maximum of Rs. 48,000 in a month.

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

3. In view of the above, SEBI carried out a preliminary examination to ascertain whether unregistered investment advisory activities are being carried out by Good Profit and its Proprietor Ms.Jansirani. To that end the website of https://goodprofit.in/ and particulars of its bank accounts and payment gateway were perused to gather information. The website of Good Profit viz., https://goodprofit.in/ was active during the time of examination and the print out of the web pages of website are taken and have been placed on record. It is observed that Ms. Jansirani has since closed the said website. However, it was observed that she is operating through another website viz., www.gpsa.in. From the examination of the said website it was observed that the contact numbers and bank account details listed on the said website are same as that of Good Profit. The said website is active as on date. The webpages of this website are taken and have also been placed on record.

3.1 SEBI’s preliminary examination found as follows: 3.1.1 Admittedly, the firm held itself as an Investment Advisor and collected subscription fees from investors for providing advisory services mentioned on the website(s) without obtaining a registration under SEBI (Investment Advisers) Regulations, 2013 (“IA Regulations”). 3.1.2 Numerous credit transactions have been made in the Bank accounts mentioned on the website (s) viz., Tamilnadu Mercantile Bank (Current A/c. No. 153150050800516) and Canara Bank (Current A/c. No. 1021201011418). Easebuzz is the payment gateway mentioned on the website which is linked to the ICICI Bank account in the name of Ms. Jansirani. 3.1.3 The total credits received in the various accounts maintained by Ms. Jansirani is approximately Rs.29.99 Lacs.

CONSIDERATION & PRIMA FACIE FINDINGS 4. I have perused the material available on record such as information submitted by Ms. Jansirani, information available on the websites viz., https://goodprofit.in/ and www.gpsa.in and information obtained from ICICI Bank, Tamilnadu Mercantile Bank, Canara Bank and Payment gateway. A preliminary examination of the material available

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani on record was made in order to verify whether Good Profit has offered investment advisory services and collected money from various investors without registration from SEBI. In this context, prima facie, the following issues arise for determination in the instant matter:

Issue No. 1: Whether Good Profit is prima facie, holding itself out and/or acting as an investment adviser? Issue No. 2: If answer to the aforesaid issue is in affirmative, whether Good Profit has, prima facie, violated any provisions of SEBI Act, 1992 (“SEBI Act) read with IA Regulations? Issue No.3: If answers to Issue Nos. (1) & (2) are affirmative, who is responsible for the violations? Issue No.4: If answer to Issue No. (2) is in affirmative, whether urgent directions, if any should be issued against those who are responsible for the violations?

Issue No. 1: Whether Good Profit is prima facie, holding itself out and/or acting as an investment adviser?

5. As regards the first issue, I note the following from the material available on record:

5.1 As per the information gathered from the website of Good Profit viz., https://goodprofit.in/, the following claims are noted:

“Good Profit is providing NSE advisory tips in Intraday Equity plus, Future Intraday Tips, Intraday Call – Put Option Tips, Stock Future Intraday Tips, Intraday Call – Put Option Tips, Quality Premium Stock Option Tips, Jackpot Future Tips, Nifty-Bank Nifty Future (FUTIDX), Nifty-Bank Nifty, Option(OPTIDX), Big Profit Stocks (BPS), Positional Advice Future Stock Tips, Profit Treasure Stocks (PTS).

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

It is also providing advice in commodity also. We are giving MCX advisory services in Bullion MCX Intraday Pack, Energy Intraday MCX, Base metal MCX Intraday and Positional Golden MCX Stocks. Good Profit give genuine and 100 accurate stock Calls through SMS and Hangouts to our paid customers. Good profit is providing Accurate Stock Tips and Commodity Tips with 90%-95% which hits Target. Good Profit is one of the leading best Share/stock Tips Provider in India, Best Stock Market Future Tips Provider, Accurate Stock Tips Provider”. 5.2 The contact details and emails mentioned on the website are: 9500612540, 9500615640: info@goodprofit.in; deposit@goodprofit.in; getgoodprofit@gmail.com; goodprofitadvisory@gmail.com 5.3 Easebuzz has provided the payment gateway. 5.4 The payment page has mentioned about the bank account details viz., Canara Bank account number: 1021201011418 and Tamilnadu Mercantile Bank account number: 153150050800516. 5.5 The pricing for the products mentioned on its website is as under: 2 Weeks 1 Month Fee 3 Months S.No. Package Fee in Rs. (in Rs.) Fee (in Rs.) 1 Base Metal MCX Intraday 5900 11800 35400 2 Base Metal 4720 9440 28320 3 Big Profit Stocks 9086 18172 54516 4 MCX Bullion Option 4720 9440 28320 5 Bumper Jackpot Future Intraday 8142 16284 48852 6 Commodity Combo Pack 11800 23600 70800 7 Daily Only One Sureshot Stock Future 4720 9440 28320 8 Energy MCX Intraday 5900 11800 35400 9 MCX Energy Option Intraday 4720 9440 28320 10 Intraday Call Put Option 5074 10148 30444 11 Intraday Equity Plus 4484 8968 26904 12 Nifty Bank Futures 5310 10620 31860 13 Bank Nifty Options 4720 9440 28320 14 Positional Advice Future 8968 17936 53808 15 Profit Treasure 10266 20532 61596

5.6 The claims made by the firm and the features of services provided by the firm, as observed from its website www.gpsa.in are as under:

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani “GPSA is one of the India’s no 1 trusted, top 10 leading best and most genuine stock market advisory companies in India which essentially provides the advice for Stocks- Equity Intraday Cash and F&O traded in NSE and commodities (bullion, energy and metals) traded in MCX. GPSA is giving profit perpetually. Every Client can make good returns always. We are observed as one of the Best Reliable NSE Indian Stock Tips, Stock Future, Nifty Future, and MCX Commodity Tips at Tamil Nadu in India… We at www.gpsa.in ultimate aim is “give smart and decent profit" to our customers”. We are contributed to give accurate stock advice and commodity advice with strong technical and talented people for continuous profit on investment…” 5.6.1 Intraday Equity Plus Services- Features:  Around 2-3 best intraday equity trading calls per day from Equity Cash market.  Investment amount require for NSE Cash market is Rs.7000-9000/  We will give you appropriate intimation about best stock/share equity cash calls.  Proper follow up about our intraday equity tips by our Technical Analysts.  We are assuring you 91-94% or more than 95% accuracy on intraday basis in best genuine INTRADAY stock cash tips  100% purely intraday equity cash calls/tips  We suggest 2 Targets & only one Stop loss  A strict Stop Loss is given by us for all the cash calls, to avoid maximum risk.  A Proper Stop Loss is given by us for all the genuine and most accurate equity cash tips, to keep away from maximum risk  You can get our customer support from 10AM-9PM on Working days.  Accurate Intraday stock cash tips will be given through SMS by dedicated SMS Gateway and Instant Messenger(Hangouts) 5.7 The subscription fee mentioned on the website for availing the above service is Rs. 4,700 for two weeks, Rs. 9,400/- for a month and Rs. 28,200/- for three months.

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

5.8 Similar features are noted for the services viz., Stock Future Intraday, Intraday Call Put Option Tips, Quality Premium Stock Option Tips, etc.

6. Vide e-mail dated July 09, 2019, Ms. Jansirani has submitted the details of clients, fees collected, etc. As per the same, she has offered the investment advice to 159 clients since 2017 and collected fees of Rs.8.25 lacs.

7. The following information is gathered from the Banks mentioned on the website and linked to the payment gateway viz., ICICI Bank and Canara Bank and Tamilnadu Mercantile Bank, KYC and Account opening forms and bank account statements: 7.1 The nature of business mentioned in the account opening form was “stock market advisory”. 7.2 Ms. Jansirani is the sole proprietor of Good Profit. 7.3 As per the information provided by Easebuzz, the payment gateway, the payments received through Good Profit and GPSA websites were credited to the ICICI bank account (A/c. No. 618301501542) of Ms. Jansirani. 7.4 The transactions observed in the Bank Accounts are mentioned as under: Transaction Bank Name and No. of Amount Period Account Number Transactions Collected in Rs. Credits by Easebuzz to September 05, 2017 to ICICI Bank a/c no. 180 14,16,426.29 Feb 01, 2020 618301501542 October 25, 2017 to Direct Credits to Canara 234 13,47,422.00 December 10, 2020 Bank a/c no. 1021201011418 October 23, 2017 to Direct Credits to Tamilnadu 40 2,35,449.00 Nov 25, 2020 Mercantile Bank a/c no. 153150050800516 Total 454 29,99,297.29

7.5 The Bank Accounts are active. 7.6 The total credit received in the aforesaid accounts is approximately Rs. 29.99 lacs.

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

7.7 It is observed that there are numerous credit transactions / large number of payments received in various bank accounts and through the payment gateway. 7.8 From the following narratives of the transactions in the Bank accounts of Good Profit and Jansirani, it appears that the payments have prima facie, come from various investors/clients. Credited Amt Txn Date Description in Rs. May 01, IMPS-CREDITT JEGATHEESANPOSITIONAL- 8400 2020 HDFC-BANK-01/05/2020/10:08:2070560641 Jun 04, IMPS- CREDITKALAIKKUMARAN MURUGA- 4720 2020 FOR INDEXOPTIO-ICICI BANK- 04/06/2020/19:25:3081382048 MOB-IMPSCR/KALAIKKUMA/ICICIBANK// 4720 INDEXOPTI/ Jun 04, 9790442788/ 2020 23/06/2020 17:55:44 MOB-IMPSCR/KALAIKKUMA/ICICIBANK// 4720 Jun 23, TRADE/ 2020 9790442788/09/07/2020 10:31:06 Jul 09, MOB-IMPSCR/KALAIKKUMA/ICICIBANK//TRADE/ 2020 9790442788/09/07/2020 10:31:06 4720 INET-IMPSCR/PARASHURAM/HDFCBANK// Jul 10, SERVICEPU/ 2020 8867110368/10/07/2020 17:02:21 5192 MOB-IMPSCR/RAJKIRAN Aug 16, M/HDFCBANK//SERVICECH/9008180757/ 2020 16/08/2020 12:33:42 4750 INET-IMPSCR/BABITA/HDFCBANKLT/50100162553241/ Oct 22, FUTURESTO/ 2020 9215050225/22/10/2020 16:21:25 5500 MOB-IMPSCR/KALAIKKUMA/ICICIBANK/057301513458/ Oct 26, STOCKFUTU/ 2020 9790442788/26/10/2020 08:55:52 5500 MOB-IMPS-CR/HAJIRAPV/THE Dec 04, SOUTH/0412053000000555/MBTIPS/ 2020 7510393725/04/12/2020 19:02:35 10200 Oct 12, MOB-IMPSCR/SHUBHAM KU/PSB/12261000001896/GPSA/ 2020 8447652263/11/10/20203:53:52 PM 2350 Oct 19, NEFT CR-SBIN0009150-GIRISH CHANDRAKALITA- 2020 GPSASBIN420293847215 9500 Oct 21, MOB-IMPSCR/SHUBHAM KU/PSB/12261000001896/GPSA/ 2020 8447652263/21/10/202008:27:54 4700

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

Nov 24, NEFT CR-SIBL0000412-HAJIRA P.V.-GPSASIBLN 2020 20329167609 2800 Oct 09, 2017 BIL/001308503446/mcx combo/NSP 5000 Nov 07, NEFT-171107i141957163-V NAVEENRAJ-ONE WEEK 2017 PAYMEN 4350 Nov 09, 2017 BIL/001330457189/Intraday Equity Plus/NSP 3500 Nov 15, NEFT-171115i142930257-V NAVEENRAJ-TWO WEEK 2017 PACKAG 8700

8. In light of the aforesaid discussions, I prima facie observe, from the contents of websites of Good Profit wherein various services offered by Good Profit have been described, that it is prima facie holding itself out as an investment adviser. Further, it is prima facie observed from the website of the firm gpsa.in that “SEBI REG NO-Coming Soon”. Moreover, it is noted from the website gpsa.in that Good Profit offered various tips / services to its clients in the securities market through emails, SMSs and Messenger (Hangouts). From the narrative of the transactions in the Bank accounts, it appears that the payments have, prima facie, come from various investors / clients. Considering the above facts and circumstances, including the admission of Ms. Jansirani, the content of the website(s) of Good Profit coupled with the credit transactions in the bank accounts and through the payment gateway, prima facie, it is inferred that the fees / funds credited to the bank accounts and by payment gateway, were for the purpose of availing the services indicated on the website(s) of Good Profit. 9. As regards the fees collected by Good Profit, the e-mail dated July 09, 2019 from Jansirani avers that the firm offered investment advice to 159 clients since 2017 and collected Rs. 8.25 Lacs from them. However, from the perusal of the information gathered from the payment gateway Easebuzz, it is observed that the firm collected Rs. 12.73 Lacs through Good Profit website and Rs.1.01 Lacs through gpsa.in website which is much more than as claimed in the e-mail dated July 09, 2019. Further, no information was submitted by the firm with respect to the amounts collected through the two bank accounts mentioned on the website(s) of the firm i.e. Canara bank and Tamilnadu Mercantile Bank. Further, no information regarding other sources of income has been furnished by the firm. In view of Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani the same, it is prima facie observed that Ms. Jansirani has not furnished the complete information as to the fees collected from clients. Therefore, the total amounts credited to the Bank Accounts since 2017 i.e. the year from which the firm has admittedly offered investment advice are considered as fees collected from its clients.

9.1 In this factual context, I have perused the definition of Investment Adviser as given in Regulation 2(m) of the IA Regulations, which states that Investment Adviser means “any person, who for consideration, is engaged in the business of providing investment advice to clients or other persons or group of persons and includes any person who holds out himself as an investment adviser, by whatever name called”. Further, I have perused Regulation 2(l) of the IA Regulations which defines Investment Advice as “advice relating to investing in, purchasing, selling or otherwise dealing in securities or investment products, and advice on investment portfolio containing securities or investment products, whether written, oral or through any other means of communication for the benefit of the client and shall include financial planning.”

9.2 In light of the aforesaid definitions, it is observed from the contents of the website(s) of the firm that it is holding itself out as an investment adviser by prima facie offering to provide investment advice as defined under regulation 2(l) of IA Regulations by offering to give advice related to investing in, purchasing and selling in securities and is also offering various investment packages for subscription. Further, as noted from the bank accounts there are multiple credit entries which when seen together with the contents of the website(s) lead to a prima facie conclusion that the credit entries in the bank accounts are consideration for the investment advice given by Good Profit to its clients. Thus, prima facie Good Profit is an investment adviser as defined under regulation 2 (m) of IA Regulations.

9.3 The activity of Good Profit by virtue of its website contents amounts to holding itself to be giving trading tips, stock specific recommendations, etc., to the investors and general public. The fact of the receipt of money in the bank statements, prima facie, shows, on preponderance of probability basis, that the credit for payment of fees is in Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani fact meant for the advisory services actually rendered by Good Profit. Therefore, Good Profit has not only held itself out as an investment adviser but also is acting as an investment adviser for consideration.

Issue No.2: If answer to the aforesaid issue is in affirmative, whether Good Profit has, prima facie, violated any provisions of SEBI Act, 1992 (“SEBI Act) read with IA Regulations?

10. In order to ensure that the investors who receive investment advice are protected, it is imperative that any person carrying out investment advisory activities has to necessarily obtain registration from SEBI and conduct its activities in accordance with the provisions of SEBI Regulations. Section 12(1) of the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) reads as under:

“No stock broker, sub-broker, share transfer agent, banker to an issue, trustee of trust deed, registrar to an issue, merchant banker, underwriter, portfolio manager, investment adviser and such other intermediary who may be associated with securities market shall buy, sell or deal in securities except under, and in accordance with, the conditions of a certificate of registration obtained from the Board in accordance with the regulations made under this Act:” Further, as per Regulation 3(1) of the SEBI (Investment Advisers) Regulations, 2013 (hereinafter referred to as the IA Regulations), the registration of the investment advisers is mandatory. It provides that, “On and from the commencement of these regulations, no person shall act as an investment adviser or hold itself out as an investment adviser unless he has obtained a certificate of registration from the Board under these regulations”.

11. The activities of Good Profit, as brought out from the various materials described above, seen in the backdrop of the aforesaid provisions show that Good Profit is holding itself out and acting as an investment adviser. However, no material is available on record to indicate

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani that Good Profit or its proprietor Ms. Jansirani are holding a certificate of registration as an investment adviser. As per her own admission, neither the firm nor Ms. Jansirani have a certificate of registration as an investment advisor. It is also noted that the application for registration filed by Ms. Jansirani was rejected by SEBI as Ms. Jansirani was not qualified and certified as per the specifications mentioned in Regulation 7 of the IA Regulations. In this context, it is noted that neither Good Profit nor Jansirani in their individual capacity are registered with SEBI or in any capacity. The characteristics and features of the business activity carried out by Good Profit, as discussed in the preceding issue, prima facie, coupled with its own admission that they are not registered as an investment adviser leads to the conclusion that Good Profit is holding itself out and acting as an investment adviser without a certificate of registration.

12. In my view, these activities/ representations without holding the certificate of registration as investment adviser is prima facie, in violation of Section 12(1) of SEBI Act read with Regulation 3(1) of the IA Regulations.

Issue No. 3: If answers to Issue Nos. (1) & (2) are affirmative, who is responsible for the violations? 13. I note that Ms. Jansirani is the sole proprietor of Good Profit. I note the legal status of the proprietary firm from the judgment of the Hon’ble Supreme court in Ashok Transport Agency v. Awadhesh Kumar & another, [(1998) 5 SCC 567] that “…A proprietary concern is only the business name in which the proprietor of the business carries on the business. A suit by or against a proprietary concern is by or against the proprietor of the business…”. Therefore, I find that Ms. Jansirani is liable for the acts of Good Profit.

Issue No. 4: If answer to Issue No. (2) is affirmative, whether urgent directions, if any should be issued against those responsible for the violations?

14. SEBI has a statutory duty to protect the interests of investors in securities and promote the development of, and to regulate, the securities market. Section 11 of the SEBI Act has

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani empowered it to take such measures as it thinks fit for fulfilling its legislative mandate. The IA Regulations have been formulated with the main objective of regulating Investment Advisory Services to safeguard the interests of investors and hence registration of such activities with SEBI has been made mandatory. The IA Regulations, inter alia, seek to create a structure within which investment advisers will operate and also make them duly accountable for their investment advice by requiring investment advisers to comply with the criteria set out in the relevant provisions of the IA Regulations. The same is imperative for the protection of interests of investors and to safeguard the integrity of the securities market.

15. In the instant case, Good Profit is soliciting and inducing investors to deal in securities market on the basis of investment advice, stock tips etc., prima facie, without having the requisite registration/certification as mandated under the IA Regulations. Further, it is noted from material available on record of that, the website gpsa.in is active as on date and money has been credited to the Bank accounts of Good Profit even as recent as December 2020. The account is active and can continue to be used to collect fees from unsuspecting investors.

16. Considering the facts and circumstances of the present matter and on the basis of the prima facie findings, it is necessary to take urgent preventive action in this matter and to take immediate steps to prevent Good Profit through its Proprietor Ms. Jansirani from collecting any more fees from the public and indulging in unauthorized investment advisory activities. I note that the website gpsa.in is active as on date and the investors can also reach Good Profit through telephone, Messenger also. Therefore, the threat of investors getting lured towards the unregistered activity of Good Profit in the securities market is still in existence and imminent. The amount of money, prima facie, observed to have been collected by Good Profit is Rs. 29.99 Lacs and the same indicates the magnitude of the prospective threat to the investors.

17. It is noted that permitting the investors to receive an investment advisory service from an unregistered entity, in effect means, the same is received from the unqualified person

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani without following the safeguards mentioned in the IA Regulations. An investor receiving a service from registered investment advisor in consonance with the IA Regulations visa-vis an investor who receives such service from unregistered investment adviser stands at a disadvantageous position in respect of his protection as an investor as envisaged under the IA regulations. An unregistered investment adviser has not satisfied the Regulator that he is a fit and proper person to hold the certificate of registration as investment adviser. Availing of service from such persons is detrimental to investors and such unqualified services results in irreparable detriment as the investors’ money is invested based on unqualified and un-regulated service. Exposing investors to such service also has the effect of interfering with the development of securities market, as victim of such services tend to lose faith in the securities market. Such an injury/detriment to the development of the securities market also qualifies as an “irreparable injury”. The objective of SEBI as enshrined in the SEBI Act is not only the protection of investors but also orderly development of securities market.

18. Further if an ex-parte order is not passed, many prospective investors may have to part away with large fees and investments resulting into irreparable injury to themselves as discussed earlier. However, if an ex-parte order is passed, what is at stake is right of the current entity herein vis-a-vis multitude of prospective and current clients of the entity. It may be noted that one of the underlying differences between the ex-parte orders in the case of private suits and ex-parte public enforcement actions, is the identification of the injured party. In private damage suits, the injured individual, as “whole”, is identifiable whereas ex-parte public enforcement actions, seeks to protect the floating multitude of investing public by preventing, continuous and imminent violations of the securities laws. Though, it can be argued that a final remedy by way of refund is available, as against the step of passing an ex-parte interim order, the potential loss of investment by the investors by following the advice from an unqualified person and resultant loss of investor’s confidence and reliability of securities market, cannot be retrieved, if, prima facie, unregistered investment advice is permitted to be extended to the investors by not passing an ex-parte

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani interim order at this stage. Therefore, I consider the balance of convenience is also not in favour of the entity.

19. Considering the facts and circumstances of the present matter and on the basis of the prima facie findings, it is necessary to take urgent preventive action in this matter and to take immediate steps to prevent Good Profit from collecting any more fees from the public and from indulging in unauthorized investment advisory activities. As noted in the preceding paragraphs, as recent as December 2020, amounts are credited in the bank accounts of Good Profit and bank accounts are still active. Moreover, the website of Good Profit gpsa.in is still active. The aforesaid prima facie demonstrates that Good Profit can still lure investors to deal in the securities market while acting on its advice and probability of investors reaching it is still high. Therefore, the threat of investors getting lured towards the unregistered activity of Good Profit in the securities market is still in existence and imminent.

20. The amount of money, prima facie, observed to have been collected by Good Profit is Rs. 29.99 Lacs and indicates the magnitude of the prospective threat to the investors. In light of the same, I find that there is no other alternative but to take recourse through an interim ex-parte order against Good Profit and its Proprietor Ms. Jansirani for preventing it from collecting funds by indulging in unauthorized investment advisory services without obtaining the mandatory registrations from SEBI in accordance with the law. As the website gpsa.in and bank accounts of Good Profit and its Proprietor Ms. Jansirani are active and the investors can reach them through telephone/Messenger also, the balance of convenience demands the preventive measure of stopping the collection of money in the bank accounts of the Good Profit and its Proprietor Ms. Jansirani from investors. The same can be effectively achieved by an appropriate direction of stopping the credit into the bank account of Good Profit and its Proprietor Ms. Jansirani. As Good Profit and its Proprietor Ms. Jansirani have already evaded the jurisdiction of SEBI by prima facie, acting as unregistered investment adviser, the balance of convenience also demands that Good Profit and its Proprietor Ms. Jansirani have to be prevented from diverting the funds collected

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani from the investors through the unauthorized investment advisory activity. Accordingly, an appropriate direction stopping the debit from the bank account of Good Profit and its Proprietor Ms. Jansirani have been incorporated.

21. With the initiation of quasi-judicial proceedings, and given the fact that Good Profit and its Proprietor Ms. Jansirani have already evaded the jurisdiction of SEBI by prima facie, acting as unregistered investment adviser, it is imminent that the Noticee may divert the money collected from the subscribers/clients. The same may result in defeating the effective implementation of the direction of refund, if any, to be passed after deciding the matter on merits. It therefore becomes necessary for SEBI to take urgent steps to prevent Noticee from diverting the money collected from the subscribers / clients. It is also essential to take urgent steps to prevent them from alienating any assets, whether movable or immovable, or any interest or investment or charge in any of such assets, so that the final remedies, if any, do not become infructuous. In view of the facts and circumstances discussed hereinabove, and considering the interests of already existing clients of these Noticee and also the interests of those who may fall prey to the unregistered investment advisory by reaching it through the website or telephone/Messenger the balance of convenience lies against the Noticee, and requires immediate action against it including not to divert the money collected from the subscribers / clients / investors.

Order 22. In view of the above, pending conclusion of enquiry on granting of hearing opportunity as per this Order, I, in exercise of the powers conferred upon me by virtue of Section 19 read with Sections 11, 11(4), 11B(1) and 11D read with Section 19 of the SEBI Act, 1992, hereby issue by way of this interim ex-parte order, the following directions:

22.1Good Profit and its Proprietor Ms. Jansirani are directed to:

i. Cease and desist from acting as an investment advisor including the activity of acting and representing through any media (physical or digital) as an investment

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani advisor, directly or indirectly, and cease to solicit or undertake such activity or any other activities in the securities market, directly or indirectly, in any matter whatsoever, until further orders. ii. Not to divert any funds raised from investors, kept in bank account(s) and/or in their custody until further orders. iii. Not to dispose of or alienate any assets, whether movable or immovable, or any interest or investment or charge on any of such assets held in their name, including money lying in bank accounts except with the prior permission of SEBI. iv. Immediately withdraw and remove all advertisements, representations, literatures, brochures, materials, publications, documents, communications etc., physical or digital in relation to their investment advisory activity or any other unregistered activity in the securities market until further orders. v. Not to access the securities market and buy, sell or otherwise deal in securities in any manner whatsoever, directly or indirectly, until further orders. vi. provide a full inventory of all assets held in their name, whether movable or immovable, or any interest or investment or charge on any of such assets, including details of all bank accounts, demat accounts and mutual fund investments, immediately but not later than 5 working days from the date of receipt of this order. vii. submit complete details of clients who have availed their investment advisory services and to submit details of fees collected from each such client, immediately but not later than 5 working days from the date of receipt of this order.

22.2 If Good Profit or its Proprietor Ms. Jansirani have any open positions in any exchange traded derivative contracts, as on the date of the order, they can close out/ square off such open positions within 3 months from the date of order or at the expiry of such contracts, whichever is earlier. Good Profit or its Proprietor Ms. Jansirani are permitted to settle the pay-in and pay-out obligations in respect of transactions, if any, which have taken place before the close of trading on the date of this order.

22.3 ICICI Bank (Account Number 618301501542), Canara Bank (Account number 1021201011418) and Tamilnadu Mercantile Bank (Account Number

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani

153150050800516) wherein Good Profit or its Proprietor Ms. Jansirani is holding bank accounts, are directed not to allow any debits/ withdrawals from and not to allow any credits to the said account, without the permission of SEBI. The payment gateway Easebuzz wherein Good Profit or its Proprietor Ms. Jansirani is holding an account shall be deactivated till further orders. The above said Banks and payment gateway are directed to ensure that all the above directions are strictly enforced. 22.4 The Depositories are directed to ensure, till further directions, that they neither permit any debits nor any credits in the demat account held by:  Ms. Jansirani either individually or jointly. 22.5 The Registrar and Transfer Agents are directed to ensure, till further directions, that they neither permit any transfer nor redemption of the securities, including Mutual Fund units, held by:  Good Profit,  Ms. Jansirani either individually or jointly.

23. This Order shall also be treated as a Show Cause Notice and Good Profit and its Proprietor Ms. Jansirani are show caused as to why the investment advisory plans floated by Good Profit through its website(s) in securities market should not be held as “Investment Advisory Services” in terms of the IA Regulations and thereby their activity not be treated as unregistered activity under the SEBI Act and relevant Regulations.

24. Good Profit and its Proprietor Ms. Jansirani are also show caused as to why appropriate directions, under Sections 11, 11(4), 11B(1) and 11D of the SEBI Act and relevant SEBI Rules/Regulations, including appropriate directions for the prohibition on it from buying, selling or otherwise dealing in securities market, either directly or indirectly, in any manner whatsoever, for a particular period, and directions not to be associated with any listed public company and any public company which intends to raise money from the public, or any intermediary registered with SEBI for a particular period should not be passed against them. Good Profit and its Proprietor Ms. Jansirani are also show caused as to why directions to refund, jointly and severally, the fees collected from the investors/clients for its Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani unregistered IA activities under Sections 11 and 11B (1) of SEBI Act, should not be issued against them.

25. The prima facie observations contained in this Order are made on the basis of the material available on record. In this context, Good Profit and its Proprietor Ms. Jansirani may file its objections, if any, within 21 (twenty-one) days from the date of service of this Order and, if so desire, avail an opportunity of personal hearing before SEBI, on a date and time to be fixed on a specific request to be made in that regard.

26. This order shall come into force with immediate effect and shall be in force until further orders. This order is without prejudice to the right of SEBI to take any other action that may be initiated against the aforementioned entity in accordance with law.

27. A copy of the order shall be served upon the entity, ICICI Bank, Canara Bank, Tamilnadu Mercantile Bank, Easebuzz, Stock Exchanges, Depositories and Registrar and Transfer Agents for necessary action and compliance with the above directions.

Date: December 29, 2020 MADHABI PURI BUCH Place: Mumbai WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA

Interim Order in respect of Good Profit Advisory Company and its Proprietor Ms. Jansirani