Interim order in the matter of Kailash Auto Finance[SAT Appeal No.:111/2016110/2016]109/2016]108/2016][SAT Appeal No.:309/2016[SAT Appeal No.:308/2016[SAT Appeal No.:307/2016

WTM/RKA/ISD/ 42 /2016 SECURITIES AND EXCHANGE BOARD OF INDIA EX-PARTE AD-INTERIM ORDER UNDER SECTIONS 11(1), 11(4) AND 11B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992. IN THE MATTER OF KAILASH AUTO FINANCE LTD.

1. SEBI noticed sudden unusual price movement and volume during the period from November 07, 2014 to December 31, 2015 in the scrip of Kailash Auto Finance Ltd. (hereinafter referred to as "Kailash Auto"), a company having its shares listed on the Bombay Stock Exchange Ltd. (‘BSE’). SEBI undertook preliminary examination in the matter. It was observed that during November 07, 2014 to December 31, 2015, price of the scrip fell from `28.05/- per share to a low of `2.01/- per share and daily average trading volume in the scrip was 7 lakh shares. Prior to this period, during July 22, 2013 to November 05, 2014, the price of the scrip ranged between `36.85/- and `28.45/-, with daily average trading volume of 15 lakh shares with daily average number of trades of 685. Thus, substantial fall in price and average traded volume was noted during November 07, 2014 to December 31, 2015. On further scrutiny it was observed that earlier, during January 17, 2013 to June 04, 2013, the price of the scrip had increased from `11/- to `36.25/ in 36 trading days and average trading volume during this period was merely 280 shares per day with average number of trade as low as 3 per day. For the purposes of preliminary examination of facts and circumstances prevailing during these periods these periods were taken in three patches i.e., (a) January 17, 2013 to June 04, 2013 (Patch -1), (b) July 22, 2013 to November 05, 2014 (Patch-2) and (c) November 07, 2014 to December 31, 2015 (Patch -3). The price movement vis-a-vis traded volume in the scrip during this period is illustrated below:

50 5000000 d ` 40 4000000 e n d 30 3000000 i a e r c 20 2000000 T i r e P 10 1000000 m 0 0 u 17-JAN-13 22-JULY-13 31- DEC-15 l o 04-JUN-13 05-NOV-14 V No.of Shares Close Price *No trading from June 04, 2013 to July 21, 2013 on account of listing of new category shares of Kailash Auto.

Interim Order in the matter of Kailash Auto Finance Ltd.

2. During preliminary examination several acts and omissions, in connection with dealing in shares of Kailash Auto having a bearing on the securities market, including layering of funds, circulation of funds and securities, amongst inter -connected parties for acquisition and divestment of securities of connected unlisted private companies and corporate actions including capital reduction, issuance of bonus shares, private placement and merger of such companies with Kailash Auto were also observed. These activities needed examination of several aspects of interconnected transactions amongst the large number of entities. As a part of preliminary examination, the bank statement of the concerned suspected entities for the relevant period were analysed. The data and information available in public domain such as Ministry of Corporate Affairs ("MCA") website, BSE website and other databases had to gathered and examined. During the course of examination, Kailash Auto, Registrar to Issue and Share Transfer Agent of Kailash Auto, and suspected entities who had been holding shares in concerned private unlisted companies were also asked to provide information relevant to the matter.

However, no satisfactory response were provided by these entities. 3. SEBI had also advised BSE to conduct surprise inspection at the registered office of Kailash auto to determine, inter alia, the following: (a). Whether the company exists at the registered office/corporate office; (b). Whether any operations of the company are conducted at the said address. 4. BSE conducted a surprise inspection at the registered office of Kailash Auto (i.e., '19, Rollant Complex, 37/17, The Mall, Kanpur, Uttar Pradesh – 208 001') and reported that the said premises was occupied by a chartered accountant firm - M/s Ajay Kedia & Associates and only one office boy of Kailash Auto was available at the time of site visit. On further inquiry, it was learnt that the said chartered accountant firm had given Kailash Auto a small table space in its office for collecting posts, couriers, and other documents received in the name of the company for which one office boy Mr. Atul Verma was appointed. BSE conducted inspection at corporate office of Kailash Auto (i.e., 'Room no. 10, Ground Floor, Rajsheela Premises Co-op Society Ltd., Building no. 597, J.S.S.

Road, Mumbai – 400 002') also and reported that the claimed corporate office was locked and no company officials were available at the time of visit of BSE officials at that address. Thus, it was gathered that no operation was carried out by Kailash Auto at the said registered office/corporate office addresses. 5. The preliminary examination, inter alia, further revealed that: (a). With effect from November 19, 2012 the management and control of Kailash Auto was acquired by Careful Projects Advisory Ltd. (hereinafter referred to as "CPAL") and Panchshul Marketing Ltd. (hereinafter referred to as "PML") who had together acquired shares amounting to 69.81% of the total paid-up share capital of the company from Padma Impex Ltd., the erstwhile promoter of Kailash Auto through a share purchase agreement dated May 02, 2012. Consequently, the board of directors of Kailash Auto had approved CPAL and PML as promoters of Kailash Auto. (b). On November 22, 2012, the board of directors of Kailash Auto had agreed for reduction of share capital of Kailash Auto and merger of CPAL and PML with Kailash Auto.

The scheme of reduction of share capital of Kailash Auto and amalgamation of CPAL and PML with it were approved by the Hon'ble High Court of Allahabad and the Hon'ble High Court Bombay vide separate orders dated May 9, 2013 and May 10, 2013, respectively. The swap ratio for the amalgamation was approved as follows: (i) The paid up value per share of the transferee company (Kailash Auto) would be of ₹ 1/- each, fully paid up post reduction of capital. (ii) The paid up value per share in the transferor companies (CPAL and PML) would be of ₹ 1/- each, fully paid up. (iii) Accordingly, for every equity share of `1/- held by the shareholders of CPAL and PML, one equity share of `1/- of Kailash Auto (post reduction of capital) was to be allotted to them as fully paid-up in the equity share capital of the company. (c). Pursuant to the scheme of reduction of capital approved by the Hon’ble High Court, the paid-up share capital of Kailash Auto of `3,80,59,000/- consisting of 38,05,900 equity shares of `10/- each was reduced to `38,05,900/- consisting of 38,05,900 equity shares of `1/- each. Consequently, the paid up share capital was reduced by 90%.

Further, pursuant to amalgamation of CPAL and PML with Kailash Auto, additional 58,59,10,800 equity shares of `1/- each amounting `58,59,10,800/- were issued to shareholders of CPAL and PML as consideration. Total 26,56,617 equity shares of `1/- held by CPAL and PML were cancelled due to crossholding. (d). CPAL and PML were incorporated as private limited companies with share capital `1,00,000/- each, consisting of 10,000 equity shares of `10/- each on September 15, 2010 and September 19, 2010, respectively. (e). During Financial Year 2010-11, CPAL had made private placement of its 3,30,155 equity shares of face value `10/- each at the share premium of `590/- each to 13 entities (hereinafter referred to as the 'primary allottees of CPAL') and purportedly raised a share premium of `19,47,91,450/- within a short time of its incorporation. However, Kailash Auto has submitted to SEBI a list of 13 entities claiming to have allotted 33,01,550 equity shares of face value `1/- each to the said entities as mentioned in following Table :

Table 1- List of primary allottees of CPAL Shares Allotted Date Name of Allottees (Face value-`1) 31/03/2011 Confident Vanijya Pvt. Ltd. 1,46,600 31/03/2011 Dhankuber dealcomm Pvt. Ltd. 1,21,600 31/03/2011 Gannayak Sales Pvt. Ltd. 1,58,300 31/03/2011 Heaven Sales Pvt. Ltd. 3,15,000 31/03/2011 Intecity Complex Consultants Pvt. Ltd. 1,41,600 31/03/2011 Manikaran Dealtrade Pvt. Ltd. 3,40,000 31/03/2011 Needful Projects Advisory Pvt. Ltd. 4,05,000 31/03/2011 Panchshul Marketing Pvt. Ltd. 7,65,250 31/03/2011 Pushapmala Vinimay Pvt. Ltd. 3,45,000 31/03/2011 Shivratri Merchants Pvt. Ltd. 83,300 31/03/2011 Solty Dealtrade Pvt. Ltd. 1,58,300 31/03/2011 Speedwell Enclave Consultancy Pvt. Ltd. 1,73,300 31/03/2011 Timeless Suppliers Pvt. Ltd. 1,48,300 Total 33,01,550 (f). During the Financial Year 2011-12, CPAL had a paid up share capital of `285,686,800/-consisting of 285,686,800 shares of `1/- each. CPAL had increased its authorised share capital from `3,450,000/- to `290,000,000/- and then its shares were split from `10/-each to `1/- each, thereby converting 340,155 equity shares of `10/- each into 3,401,550 equity shares of `1/- each. (g). Thereafter, during the same financial year, CPAL had issued 187,085,250 equity shares of `1/- each as bonus shares in the ratio of 55 shares for 1 share and further issued 95,200,000 equity shares of `1/- each through private placement. The list of the persons who received bonus shares, and persons who were allotted shares in this private placement amongst others (hereinafter referred to as the "recipients of CPAL shares") is given in the following Table: Table 2- List of recipients of CPAL Shares Date Name of Allottees Corporate Action Shares Allotted 31/07/2011 Sudhir Jain Bonus Issue 2750000 31/07/2011 Rohit Agarwal Bonus Issue 2750000 31/07/2011 Anand Sagar Thakur Bonus Issue 2750000 31/07/2011 Rudra Prasad Banerjee Bonus Issue 2750000 31/07/2011 Trump Traders Pvt. Ltd. Bonus Issue 41882500 31/07/2011 Shivling Mercantile Pvt. Ltd. Bonus Issue 45369500 31/07/2011 Shivratri Tradelinks Pvt. Ltd. Bonus Issue 44181500

31/07/2011 Jatadhari Marketing Pvt. Ltd. Bonus Issue 44651750 14/03/2012 Jatadhari Marketing Pvt. Ltd. Private Placement 25600000 14/03/2012 Stepan Commotrade Pvt. Ltd. Private Placement 18500000 14/03/2012 Shivratri Tradelinks Pvt. Ltd. Private Placement 25000000 14/03/2012 Trump Traders Pvt. Ltd. Private Placement 26100000 Total 282285250 (h). As observed from the balance sheet of Kailash Auto for Financial Year 2011-12, the aforesaid recipients of CPAL shares were its existing shareholders prior to bonus issue as well the private placement. The primary allottees of CPAL were the only shareholders as there was no other issuance of shares after the first private placement and before the bonus issue and second private placement. This implies that the aforesaid recipients of CPAL shares had become shareholders of CPAL on purchase of shares from the primary allottees of CPAL before the bonus issue and second private placement.

(i). Similarly, PML had made private placement of 3,36,900 equity shares of face value `10/-each at a premium of `690/- each during the Financial Year 2010-11 to 15 entities (hereinafter referred to as "primary allottees of PML") and purportedly raised a share premium of `23,24,61,000/- within short time of its incorporation. The list of primary allottees of PML is mentioned in following Table: Table 3- List of primary allottees of PML Date Name of Allottees Shares Allotted (Face value-`10) 31/03/2011 Confident Vanijya Pvt. Ltd. 20,200 31/03/2011 Dhandevi Merchandise Pvt. Ltd. 54,800 31/03/2011 Fairlink Realtors Consultants Pvt. Ltd. 21,500 31/03/2011 Intecity Complex Consultants Pvt. Ltd. 14,350 31/03/2011 Luckydhan Dealtrade Pvt. Ltd. 30,800 31/03/2011 Mahadhan Vincom Pvt. Ltd. 31,250 31/03/2011 Pushpdant Tradelink Pvt. Ltd. 13,500 31/03/2011 Pushpdhara Dealer Pvt. Ltd. 46,000 31/03/2011 Pushpmala Vinimay Pvt. Ltd. 12,700 31/03/2011 Ranpriya Tradevin Pvt. Ltd. 40,500 31/03/2011 Safeline Developers Advisory Pvt. Ltd. 8,500 31/03/2011 Saptrishi Agencies Pvt. Ltd. 9,400 31/03/2011 Speedwell Enclave Consultancy Pvt. Ltd. 5,600 31/03/2011 Superdeal Vincom Pvt. Ltd. 7,800 31/03/2011 Timeless Suppliers Pvt. Ltd. 20,000 Total 3,36,900 (j). During the Financial Year 2011-12, PML had a paid up share capital of `300,224,000/-consisting of 30,02,24,000 shares of `1/- each. PML had increased its authorised share capital from `1,00,00,000/- to `31,00,00,000/-. and then its shares were split from `10/-each to `1/- each, thereby converting 3,46,900equity shares of `10/- each into 34,69,000 equity shares of `1/- each.

(k). Thereafter, during Financial Year 2011-12, PML had issued 225,485,000 equity shares of `1/- each as bonus shares in the ratio of 65 shares for 1 share and further issued 7,12,70,000 equity shares of `1/- each through private placement. The list of the persons who received bonus shares and persons who were allotted shares in this private placement (hereinafter referred to as the "recipients of PML shares" is given in the following Table: Table 4- List of recipients of PML shares Date Name of Allottees Corporate Action Shares Allotted 15/09/2011 Binod Kumar Toshniwal Bonus Issue 3250000 15/09/2011 Hanish Toshniwal Bonus Issue 3250000 15/09/2011 Santosh Sharma Bonus Issue 3250000 15/09/2011 Anand Thakur Sagar Bonus Issue 59475000 15/09/2011 Needful Vincom Pvt. Ltd. Bonus Issue 53040000 15/09/2011 Brijdhara Merchantile Pvt. Ltd. Bonus Issue 53560000 15/09/2011 Overflow Mercandise Pvt. Ltd. Bonus Issue 49660000 16/03/2012 Sanskriti Vincom Pvt. Ltd. Private Placement 25000000 16/03/2012 Shivling Mercantile Pvt. Ltd. Private Placement 28000000 16/03/2012 Overall Vincom Pvt. Ltd. Private Placement 18270000 Total 296755000 (l). The bonus shares are issued by a company to its existing shareholders and as observed from the balance sheet of Kailash Auto for Financial Year 2011-12, the aforesaid recipients of PML shares were its existing shareholders prior to bonus issue, and, amongst others, recipients in the private placement by PML. This implies that the primary allottees of PML had transferred their shareholding in PML to the aforesaid recipients of PML shares before the bonus issue and private placement.

(m). CPAL and PML had cumulatively issued 57,90,40,250 equity shares of `1/- each to recipients of CPAL shares and recipients of PML shares through bonus issue and private placements. (n). The primary allottees of CPAL and PML are connected to each other on the basis common addresses and/or common directors. A list of such connected primary allottees alongwith the bases of connection is enumerated in the following Tables:

Table - 5 - Common addresses of primary allottees of CPAL and PML primary allottees of PML primary allottees of CPAL Common address 40, Burtolla Street, 1st 1. Confident Vanijya Pvt. Ltd. 1. Confident Vanijya Pvt. Ltd. Floor, Kolkata-700007 2. Dhandevi Merchandise Pvt. Ltd. 52, Weston Street, 4th 3. Luckydhan Dealtrade Pvt. Ltd. 2. Dhankuber Dealcomm Pvt. Floor, Kolkata- 700012 4. Saptrishi Agencies Pvt. Ltd. Ltd. 5. Superdeal Vincom Pvt. Ltd. 3. Manikaran Dealtrade Pvt. Ltd. 6. Fairlink Realtors Consultants Pvt. 8, Netaji Subhash Road, Ltd. Kolkata-700001 7. Intecity Complex Consultants Pvt. Ltd 4. Needful Projects Advisory Pvt. 8. Safeline Developers Advisory Pvt. Ltd. Ltd. 5. Solty Dealtrade Pvt. Ltd. 6. Panchshul Marketing Pvt. Ltd. 310, C.R. Avenue, Kolkata- 9. Mahadhan Vincom Pvt. Ltd. 7. Shivratri Merchants Pvt. Ltd. 700006 10. Pushpmala Vinimay Pvt. Ltd. 8. Pushapmala Vinimay Pvt. Ltd. 9/12, Lal Bazar Street, 3rd Floor, 11. Pushpdant Tradelink Pvt. Ltd. 9. Gannayak Sales Pvt. Ltd. Kolkata -700001 12. Pushpdhara Dealer Pvt. Ltd. 26, W.C. Banerjee Street, 13. Speedwell Enclave Consultancy 10. Speedwell Enclave Near Girish Park, Kolkata- Pvt. Ltd. Consultancy Pvt. Ltd. 700006 14. Timeless Suppliers Pvt. Ltd. 11. Timeless Suppliers Pvt. Ltd. Table - 6 Common directors of primary allottees of CPAL and PML Common Directors primary allottees of PML primary allottees of CPAL Hanish Toshniwal Confident Vanijya Pvt. Ltd. Heaven Sales Pvt. Ltd. Needful Projects Advisory Pvt. Ltd. Mrityunjoy Sarkar Pushpdhara Dealer Pvt. Ltd. Shivratri Merchants Pvt. Ltd. Dhandevi Merchandise Pvt. Ltd. Pradeep Shaw Safeline Develoeprs Advisory Pvt.Ltd.

Dhankuber Dealcomm Pvt. Ltd. Saptrishi Agencies Pvt. Ltd. Superdeal Vincom Pvt. Ltd. Sintu Kumar Solty Dealtrade Pvt. Ltd. Timeless Suppliers Pvt. Ltd. Pushpdhara Dealer Pvt. Ltd. Shivratri Merchants Pvt. Ltd. Sumanta Banerjee Timeless Suppliers Pvt. Ltd. Solty Dealtrade Pvt. Ltd. Vijay Lahoti Ranpriya Tradevin Pvt. Ltd. Needful Projects Advisory Pvt. Ltd. (o). During the Financial Year 2011-12, both CPAL and PML, were converted from private limited companies to public unlisted companies. From the list of shareholders of PML and CPAL as on September 2012, as available on the MCA website, it was observed that the shares of CPAL and PML were held by 1100 entities and 680 entities respectively. Thus, shares of CPAL and PML were transferred from the above mentioned recipients of CPAL shares and recipients of PML shares to 1100 entities and 680 entities respectively. Further, as per the records of the Registrar to Issue and Share Transfer Agent of Kailash Auto, as on record date (June 08, 2013) shares of CPAL were held by 1972 entities and shares of PML were held by 2058 entities. Out of total shareholders of CPAL and PML (4030 entities), 85 entities were common shareholders of CPAL and PML.

Thus, pursuant to amalgamation, 1972 shareholders of CPAL and 2058 shareholders of PML had received shares of Kailash Auto (hereinafter referred to as "beneficiaries"). (p). The key financial figures of CPAL and PML for the Financial Year 2010-11 and Financial Year 2011-12 are as following: Table 7 - Key financial figures of CPAL and PML Particulars CPAL (in `) PML (in `) Profit (Loss) after tax for the year (10-11) (2,529) (2,433) Profit (Loss) after tax for the year (11-12) 31,742 21, 766 Inventories, Tangible Assets, Intangible Assets 0 0 for the year (10-11) Inventories, Tangible Assets, Intangible Assets 0 0 for the year (11-12) Source: MCA (q). The key financial figures of the Kailash Auto for the Financial Years 2010-11, 2011-12, 2012-13 and 2013-14 are tabulated as below: Table 8 - Key financial figures of Kailash Auto FY13-14 FY12-13 FY11-12 FY10-11 Year (` in crore) (` in crore) (` in crore) (` in crore) Operating Income 20.41* 0.34 0.13 0.35 Operating & Administration Expenses 18.88* 0.3 0.1 0.12 Employee Expense 0.05 0.02 0.05 0.1 Adjusted Net Profit 0.84 0.01 -0.21 -0.17 Price Earning (P/E) 4,065.00 0 0 0 EPS 0.01 0 -0.51 0 Price to Book Value ( P/BV) 41.06 22.14 0 0 Price/Cash EPS (P/CEPS) 2,841.14 1,27,400.70 0 0 EV/EBIDTA 0 0 0 0 Source: Capitaline and BSE *Operating income reported during April 2013 to March 2014 is 20.41 crores.

Company has clarified to BSE that this value of 20.41 crores is sales value of securities sold in the market during the FY 13-14. Also the operating administrative expense reported 18.88 crores is the buy value of securities bought from the market during the FY 13-14.

(r). Considering the operating performance and net profit of CPAL and PML in the year of incorporation 2010-11 and Financial Year 2011-12, it was noted that despite having weak operating results during the said financial years CPAL and PML had issued bonus shares in an unrealistic and disproportionate ratio (viz., 1:55 and 1: 65, respectively). (s). From the bank statement of the aforesaid primary allottees of CPAL and PML for the period of December 2010 to June 2011 it was observed that same funds were being churned among CPAL, PML and their respective primary allottees. Further, from the Annual Report of 2010-11 of CPAL and PML it was observed that these companies, in concert with their primary allottees had developed a mechanism by virtue of which CPAL, PML and their primary allottees made book entries of purported investment in each others’ equity shares. Accordingly, there was no infusion of cash in respect of private placements by CPAL and PML but it resulted in generation of fictitious share premium value in the books of accounts of CPAL and PML. (t). This circulation of funds between CPAL, PML and their primary allottees is briefly presented in the following diagrams:

CPAL NEEDFUL SIMPLICITY PROJECTS ESTATE ADVISORY PVT. ADVISORY PVT. LTD. LTD.

FAIRLINK HEAVEN SALES REALTORS PVT .LTD. CONSULTANTS PVT. LTD.

INTECITY SPEEDWELL COMPLEX ENCLAVE CONSULTANTS CONSULTANCY PVT. LTD. PVT. LTD.

Circulation of fund of `11,00,000/- through investment between CPAL and primary allottees on December 06, 2010

PML TIMELESS CPAL SUPPLIERS PVT. LTD.

MAHADHAN PUSHPADHARA VINCOM DEALERS PVT. LTD. PVT. LTD.

FAIRLINK SIMPLICITY REALTORS ESTATE CONSULTANTS ADVISORY PVT. LTD. PVT. LTD.

HEAVEN INTECITY SALES COMPLEX CONSULTANTS PVT. LTD. PVT. LTD.

PUSHPAMALA CAREFUL VINIMAY MARKETING PVT. LTD. PVT. LTD. NEEDFUL SPEEDWELL PROJECTS ENCLAVE ADVISORY CONSULTANCY PVT. LTD. PVT. LTD.

Circulation of fund of `12,00,000/- through investment between PML, CPAL and primary allottees on December 13, 2010.

(u). It was noted that as a result of these private placements to the primary allottees of CPAL and PML on March 31, 2011, CPAL and PML had purportedly raised share premium of `19,47,91,450/- and `23,24,61,000/-, respectively. This share premium was raised through the circulation of funds as mentioned hereinabove. Further, CPAL and PML had issued bonus shares by using this fictitious share premium. After the issue of bonus shares by CPAL and PML resulted in significant increase in the paid up share capital of CPAL and PML.

(v). As a result of the schemes of reduction in share capital of Kailash Auto and amalgamation of CPAL and PML the market capital of Kailash Auto on May 10, 2013 was `10,48,52,545/- consisting of 38,05,900 equity shares of `27.55/- each, which was increased to `21,72,12,23,071/- on July 22, 2013 consisting of 58,70,60,083 equity shares of `37/- each. Thus, the schemes of reduction of share capital and thereafter the amalgamation, the market capital of Kailash Auto had increased by 20615.97%, i.e., (approximately 206 times). BSE had permitted listing and trading in the shares of Kailash Auto that were issued as consideration in the scheme of amalgamation with effect from July 22, 2013. Just after change in the promoter group of Kailash Auto from Padma Impex Pvt. Ltd. to PML and CPAL, within a short span of time, the price of the scrip increased significantly which continued till July 22, 2013 when new category share (after amalgamation) of Kailash Auto was listed and permitted for trading on BSE. (w). The above findings indicate that CPAL and PML were incorporated with a dubious plan and premeditated arrangement and artifice to increase number of shares therein through sham and non-genuine transactions with regard to issuance of their shares which resulted in fetching exorbitant and unrealistic consideration in the scheme of amalgamation.

6. In order to analyse the price volume pattern, the trading in the scrip of Kailash Auto was analysed in the aforesaid three patches with a focus on the following:- (a). trading frequency; (b). trading volume generated; (c). contribution to price rise. 7. During the analysis it was noticed that certain entities related/connected to Kailash Auto were found to be the net buyers to the beneficiaries and thereby created artificial demand for the supply of shares from beneficiaries. From the Know Your Client (KYC) details, their bank statements, off-market transactions amongst them and the information available on the website of the MCA it was observed that these entities were connected to each other. Two such interconnected groups were identified (hereinafter referred to as "Kailash Auto Group I" and "Kailash Auto Group II"). The particulars of the entities consisting Kailash Auto Group I and Kailash Auto Group II and the basis of relationship/connection amongst them are provided in the Annexure A and Annexure B, respectively. For the purpose of this order these entities were shortlisted on the basis of following parameters: (a).

Top 300 entities based on gross buy/trade quantity; (b). Any entity who has traded in the scrip of Kailash Auto and is directly or indirectly connected to the company/its directors/or to entities mentioned in point above. 8. The entities of Kailash Auto Group I and Kailash Auto Group II (comprising of 34 entities and 54 entities respectively) accounted for total buy volume of 17.50 crores of equity shares of Kailash Auto. It was observed that Bholebaba Suppliers Pvt. Ltd. and Nirdesh Trading Pvt. Ltd. were the top buyers amongst the Kailash Auto Group I and Kailash Auto Group II entities, respectively. Further, both these entities were the shareholders of Sri Karani Exports Pvt. Ltd. (the present promoter of Kailash Auto). It was also observed that 6 entities namely, Ecstatic Merchandise Pvt. Ltd., Pragyan Vincom Pvt. Ltd., Wondrous Marketing Pvt. Ltd., Sonnet Mercantile Pvt. Ltd., Ecstatic Traders Pvt. Ltd. and Casuarina Tradelink Pvt. Ltd. were recipients of CPAL shares and recipients of PML shares (that acted as conduit to distribute the equity shares of CPAL/PML to beneficiaries) and were also part of Kailash Auto Group I (that had acted as buyer to such beneficiaries to provide exit from market at high value).

9. During Patch-1, on January 17, 2013, the scrip opened at `11/- and closed at `36.25/- on June 04, 2013, i.e., recorded a substantial price rise of 230%. During said period, the scrip was traded only on 36 trading days with an average trading volume of 280 shares per day and an average of 3 trades per day (on 4 out of 36 trading days, extreme trading volumes were observed and same was not included as part of computing average trading volume during Patch-1). It was observed that price of the scrip was influenced by certain entities primarily through first trades during this period. It was also noticed that these entities by putting 1 or 2 trades per day with negligible/very less quantity of buy order contributed significantly to the price rise. From last traded price ("LTP") analysis, it was observed that price of the scrip increased from `11 to `36.25 mainly through first trades on 27 instances. Out of these 27 instances, Shyam Kanheyalal Vyas and Bharat Bagri (HUF) established new high price on 13 instances. Out of total price rise of `25.75/-, the contribution of these two entities in establishing new high price was `14.57/- which constitutes 56.58% of the total new high price. It was noted that the counterparty client to the trades of these two entities (in most of the cases) were PML, Overall Vincom Pvt. Ltd. (forming part of recipients of PML shares) and Bholebaba Suppliers Pvt. Ltd. (an entity from Kailash Auto Group I). The scrip was an illiquid one at that point of time and there was negligible trading therein at that time. Considering this fact and that the connected entities of Kailash Auto were counter parties to the trades of these two entities it was prima facie observed that these two entities alongwith PML, Overall Vincom Pvt. Ltd and Bholebaba Suppliers Pvt. Ltd. manipulated the price of the scrip during Patch -1 under a premeditated plan. The details of contribution to price rise by these two entities during Patch -1 are as shown in the following Table: Table 9 - Contribution to price rise in Patch -1 by top two entities

Positive Total Positive Positive LTP Contribution Count Client Name Contribution (in %) Contribution (in `) of the Client as a buyer of LTP Shyam Kanheyalal Vyas 44.08 25.75 11.35 09 Bharat Bagri (HUF) 12.50 25.75 3.22 04 Total 56.58 25.75 14.57 13

10. During Patch -2, the price of the scrip of Kailash Auto opened at `37.00/- on July 22, 2013 and closed at `28.45/- on November 05, 2014. The scrip touched a high of `48/- on November 29, 2013. During this period, the scrip was traded on 316 trading days with an average trading volume of 15,61,706 shares and daily average number of trade of 685. As compared to Patch -1, in Patch -2 the average volume increased by 5,57,752.10%, i.e., (5577 times). It was observed that during Patch -2 total volume traded in the scrip of Kailash Auto was 49.36 crore shares and out of this 40.82 crore shares were bought by top 300 buyers/entities and the beneficiaries accounted for selling of 46.56 crore shares. It was also noticed that during Patch -2, the beneficiaries were net sellers and entities forming part of Kailash Auto Group I and Kailash Auto Group II were net buyers, a summary of which is given below:- Table 10 - Exit provided by Kailash Auto Group I and Kailash Auto Group II to beneficiaries

Gross sell Gross sell as % of Gross Buy Gross Buy as % of Market Market Gross Beneficiaries 46,56,90,392 94.32 - - Kailash Auto - - 17,50,81,045 35.47 Group 11. Movement of shares from CPAL and PML to Kailash Auto Group I and Kailash Auto Group II is shown in the following diagram: •September 2010 Step-1 •Incorporation of CPALand PML withShare capital `1,00,000/-each.

•March 31, 2011 •Private placement made by CPAL and PMLto primary allotees of CPAL and PML at huge premium. step-2 •Share capital of CPAL and PML increased by ` 33.69 lakhs and ` 33.01 lakhs respectively.

•Financial year 2011-2012 •Shares were transferred from primary allotees of CPAL and PML to another set of entities (recipients of CPAL and PMLrespectively). step-3 •Bonus issue and private placement made by CPAL and PMLto another set of entities(recipients of CPAL and PMLrespectively).

•recipients of CPAL and PMLtransferred shares of CPALand PML to large number of investors (beneficiaries). step-4 •All the transfer of shares were through off market or physical transfer of shares.

•May 2013 step-5 •Hon'ble High Court approved the scheme of amalgamation of CPAL and PMLwith Kailash Auto.

•As per the scheme of amalgamation the beneficiaries (shareholders of the PMLand CPAL as on record date) step-6 received 1 equity share of Kailash Auto for every 1 equity share of PMLand CPALheld by them.

•beneficiariesoff loaded the shares of Kailash Auto to entities forming part of Kailash Auto GroupI and Kailash Auto GroupII and made huge profit. step-7

Flow chart of movement of equity share

12. The beneficiaries had received shares of CPAL and PML at an average price of `1/- per share. Pursuant to the scheme of amalgamation, for every one equity share held by the shareholders of CPAL and PML (beneficiaries), one equity share of Kailash Auto was allotted to them. Theses beneficiaries off-loaded such shares of Kailash Auto (after the period of shareholding for such shares was 1 or more years) at an average price of `35/- which was artificially increased on the platform of the stock exchange and in the process made huge profit of approximately 3400% on their investment in a period of 12 months or more. The profit/gain earned by beneficiaries during Patch-2 is detailed in the following Table:- Table 11 - Profit made by the beneficiaries Beneficiaries breakup No. of Total Total sell Estimate amount (in terms of unit sold) beneficiaries quantity quantity (%) of money sold converted/ profit made 10 lakh and more 39 7,93,15,052 17.03 2,69,67,11,768 6 lakh and more - Less 38 2,71,32,692 5.83 92,25,11,528 than 10 lakh 5 lakh and more - Less 41 2,08,81,373 4.48 70,99,66,682 than 6 lakh 2 lakh and more- Less 530 14,19,23,451 30.48 4,82,53,97,334 than 5 lakh 1 lakh and more - less 939 10,69,55,216 22.97 3,63,64,77,344 than 2 lakh below 1 lakh 2005 8,94,82,608 19.22 3,04,24,08,672

Total 3592 465690392 100 15,83,34,73,328

13. At this stage, it was observed that 118 beneficiaries had sold 5 lakh shares or more during the Patch - 2. The list of these 118 beneficiaries along with their sell trading volume is given in Annexure C. 14. From the bank statements of top 5 entities of Kailash Auto Group I and Kailash Auto Group II, it was observed that these entities had huge inflow of funds from different sources and from promoter/promoter related entities of Kailash Auto. Fund flow to these entities of Kailash Auto Group I and Kailash Auto Group II is given in the following Table:

Table 12 - Fund flow from promoter/promoter related entities of Kailash Auto to top 5 entities of Kailash Auto Group I and Kailash Auto Group II

* Entities of Kailash Auto Group I Stepan Sri Karani Build Con Nirdesh Total and Kailash Auto Group II Commotrade Exports Finance Trading Pvt. (Payee /Fund Pvt. Ltd. Pvt. Ltd. Limited Ltd. received) ** Promoter/ promoter related entities (Payer/fund paid) Ecstatic Merchandise Pvt. Ltd. 55,50,000 20,00,000 75,50,000 Keshavah Dealtrade Pvt. Ltd. 91,00,000 1,14,15,000 72,00,000 2,77,15,000 Keshavah Mercantile Pvt. Ltd. 90,00,000 1,28,70,000 2,18,70,000 Quickscope Dealers Pvt. Ltd. 68,00,000.00 1,49,42,000 2,17,42,000 Saktimata Marketing Pvt. Ltd. 1,70,00,000 1,70,00,000 Total 3,04,50,000 4,12,27,000 72,00,000 1,70,00,000 9,58,77,000 * Entities of Kailash Auto Group I and Kailash Auto Group II, who had received funds (payee) consists of Ecstatic Merchandise Pvt. Ltd., Keshavah Dealtrade Pvt. Ltd., Keshavah Mercantile Pvt. Ltd., Quickscope Dealers Pvt. Ltd. and Saktimata Marketing Pvt. Ltd. ** Promoter/promoter related entities, who had transferred the funds (payer) consists of Stepan Commotrade Pvt. Ltd., Sri Karani Exports Pvt. Ltd., Build Con Finance Limited and Nirdesh trading Pvt. Ltd. 15. The above Table depicts the transfer of funds amounting to `9,58,77,000/- from some of the promoter/promoter related entities of Kailash Auto to the entities of Kailash Auto Group I and Kailash Auto Group II.

Further, top entities (in terms of buy trading volume) of Kailash Auto Group I and Kailash Auto Group II were majorly funded by Sri Karani Exports Pvt. Ltd., Stepan Commotrade Pvt. Ltd., Build Con Finance Limited and Nirdesh Trading Pvt. Ltd. It was noted that Sri Karani Exports Pvt. Ltd. and Radhashyam Dealtrade Private Limited are the only promoters of Kailash Auto. Sri Karani Exports Pvt. Ltd. is a closely held private limited company wherein Stepan Commotrade Pvt. Ltd. and Nirdesh Trading Pvt. Ltd. were two of its very few shareholders. Similarly, Radhashyam Dealtrade Private Limited is a closely held private limited company wherein Buildcon Finance Ltd. was one of its few shareholders. Thus, Sri Karani Exports Pvt. Ltd., Radhashyam Dealtrade Pvt. Ltd., Stepan Commotrade Pvt. Ltd., Nirdesh Trading Pvt. Ltd. and BuildCon Finance Ltd. are promoter/promoter related entities of Kailash Auto. Similar fund flow analysis was done for most of the entities of Kailash Auto Group I and Kailash Auto Group II who also were found to be trading in Patch -2 and it was observed that most of the entities of Kailash Auto Group I and Kailash Auto Group II received funds from various sources and aforesaid promoter /promoter related entities of Kailash Auto.

Most of the entities of Kailash Auto Group I and Kailash Auto Group II are private limited companies, claiming to be engaged in various kinds of businesses. However, the analysis of bank statement of these entities shows significant layering of funds by way of funds transfers masking the true identity of ultimate owners of fund. 16. Immediately after receipt of funds in the above manner, the entities of Kailash Auto Group I and Kailash Auto Group II traded in this scrip only through purchase transactions from beneficiaries in Patch II and created substantial traded volume during this period. These entities had transferred these funds, directly /indirectly to trading members through whom they had traded in this scrip and other scrips involving transactions for the purpose of alleged bogus long term capital gains tax exemption. Considering the income of these entities as shown in their KYC documents and the volume of their transactions, it was noted that their transaction were not commensurate with their disclosed income. Thus, it was observed that such fund transactions between promoter/promoter related entities of Kailash Auto and the entities of Kailash Auto Group I and Kailash Auto Group II were primarily for the purchase of equity shares of Kailash Auto by them from beneficiaries who are also connected /related, directly or indirectly, with CPAL and PML as discussed hereinafter.

17. From the bank statements of few beneficiaries (considering the volume of transfer of equity shares of CPAL and PML from recipients of CPAL shares and recipients of PML shares to beneficiaries), recipients of CPAL shares and recipients of PML shares, movements of funds through layering of fund were observed. It was noted that funds received by recipients of CPAL shares and recipients of PML shares from the beneficiaries were transferred to various entities including CPAL and /or PML and via multiple layering; fund was finally transferred to the entities belonging to Kailash Auto Group I and II. A typical flow chart of movement of funds for one of the top beneficiaries is given below: beneficiary (Om Prakash Agarwal & Om Prakash Agarwal HUF) Fund transferred by recipients of PML beneficiary as a consideration (Shivling Mercantile Pvt. to the shares purchased Ltd.) from allottees. Multiple Account Multiple Account (Layer-1) CPAL/PML (Layer-1) ( Kakrania trading) (K R Overseas) Bank Account Bank Account (Layer-2) (Layer-2) (Management (Eversafe Consultancy Pvt. Ltd.) Promoters)

Entities consisting part of Kailash Auto Group II. (S.K. Khemka)

18. In the above example, it can be seen that funds have been transferred by Mr. Om Prakash Agarwal and Om Prakash Agarwal HUF (a beneficiary) to Shivling Mercantile Pvt. Ltd. (recipients of PML shares) as a consideration for the purchase of equity shares of PML. After receiving funds from Mr. Om Prakash Agarwal and Om Prakash Agarwal HUF, Shivling Mercantile Pvt. Ltd. transferred funds on the same day fund to CPAL, Kakrania Trading Pvt. Ltd. and some other entities. Kakrania Trading Pvt. Ltd. transferred the amount that it received from Shivling Mercantile Pvt. Ltd. to Management Consultancy Pvt. Ltd. and Eversafe Promoters on the same day. Eversafe Promoters transferred fund to one Mr. S. K. Khemka on the same day. Mr. S. K. Khemka is part of Kailash Auto Group II, who are facilitating exit to the beneficiary in the market at high price. From the above flow of fund it is observed that the purported consideration paid by a beneficiary is transferred to the entities of Kailash Auto Group II or the entities controlled by PML/CPAL through multiple layers. Thus, the transfer of shares of PML between a beneficiary and a recipient of PML shares is farce and is meant to create an impression of transfer.

19. During Patch -3 (November 07, 2014 to December 31, 2015) significant down fall in the price of the scrip was observed. Price of the scrip plunged from `28.50/- to `2.01/-, i.e., downfall of 92.94% was recorded. Between the period, from November 07, 2014 to February 13, 2015 price plunged from `28.50/- to `4.25/-, i.e., downfall of 85.06% was recorded in 69 trading days. Further during the period from February 13, 2015 to June 19, 2015, i.e., in 85 trading days price of the scrip surged to `12.15/- on June 19, 2015 amounting to price rise of 185.88%, again during the period from June 22, 2015 to December 31, 2015, price of the scrip plunged to `2.01/- on December 31, 2015 amounting to price fall of 83.45%. During Patch -3 daily average trading volume was reduced to 7 lakh shares in comparison of daily average trading volume of 15 lakh shares during Patch -2. During Patch -3 total volume traded in the scrip of Kailash Auto was 20.49 crores shares and out of this, 352 beneficiaries had offloaded 4.96 crores shares of Kailash Auto in the market at an average price of `12.65/-. Counterparties to such trade forming part of Kailash Auto Group I and Kailash Auto Group II contributes to 40 % of total volume offloaded by beneficiaries in Patch -3.

It is noted that in the Patch -3 trading volume concentration by beneficiaries and entities of Kailash Auto Group I and Kailash Auto Group II was significantly low compared to Patch -2. During Patch -2 beneficiaries accounted for 94.32% of gross sell volume and Kailash Auto Group I and Kailash Auto Group II cumulatively accounted for 35.47% of gross buy volume, however in Patch -3 beneficiaries accounted for only 24.21% of gross sell volume and Kailash Auto Group I and Kailash Auto Group II cumulatively accounted for 25.37% of gross buy volume. Thus, the downward trend of traded volume and price of the scrip of Kailash Auto in Patch -3 was on account of the lower trading concentration by beneficiaries and entities of Kailash Auto Group I and Kailash Auto Group II and indicates more involvement of gullible and genuine investors in trading in the scrip of Kailash Auto. 20. From the preliminary examination it is observed that the scheme of reduction of share capital and amalgamation were the mechanism adopted by the Kailash Auto to dubiously increase its value of market capital significantly.

From the prima facie findings of preliminary examination it is inter alia noted that:- (a). During the financial year 2010-11, CPAL and PML were incorporated with a dubious plan and premeditated arrangement and artifice to increase number of equity shares therein through sham and non-genuine transactions with regard to issuance of their shares which resulted in fetching exorbitant and unrealistic consideration in the scheme of amalgamation. Pursuant to amalgamation 2058 shareholders of PML and 1,972 shareholders of CPAL (beneficiaries) received 58,59,10,800 shares of Kailash Auto in the form of consideration. (b). Subsequent to acquisition of management and control of Kailash Auto by CPAL and PML the price of the Kailah Auto was rigged by 230% from Jan 2013 to June 04, 2013 (Patch- 1). During Patch- 1, the scrip was an illiquid one and there was negligible trading therein at that time. During this period the price was manipulated by the connected parties who traded under pre-meditated plan. During the Patch-2 average trading volume increased by 5577 times compared to Patch-1. During this period, the beneficiaries were net sellers and entities forming part of Kailash Auto Group I and Kailash Auto Group II were net buyers.

The high trading volumes were contributed by Kailash Auto Group I and Kailash Auto Group II acting as net buyers to the beneficiaries' sale. Entities of Kailash Auto Group I and Kailash Auto Group II who have provided exit to these beneficiaries were prima facie connected to each other. In the process, beneficiaries made huge profit of approximately 3400% on their investment in a period of 12 months or more and thereon claimed the exemption of long term capital gains (LTCG) on such profit. During Patch -3 the downward trend in the trading volume and price of the scrip of Kailash Auto was on account of the trades of the beneficiaries who were exiting from the market. (c). Purported consideration for transfer of equity shares of CPAL and PML by the recipients of CPAL shares and recipients of PML shares was paid by the beneficiaries and the same was transferred, directly or through multiple layering, by recipients of CPAL shares and recipients of PML shares to the entities belonging to Kailash Auto Group I and Kailash Auto Group II or entities controlled by CPAL/PML. (d). Entities of Kailash Auto Group I and Kailash Auto Group II were being funded by different sources including the current promoter group of Kailash Auto to buy shares of Kailash Auto from the beneficiaries and provide exit to them from the market.

Kailash Auto Group I and Kailash Auto Group II had received the funds via multiple layering /transfer of funds so as to mask the true identity of ultimate owner of fund. (e). The key financial figure/ratio of Kailash Auto was unfavourable and well below the industry standards. The company operating revenue and operating expenditure depicts that very poor or no operating performance is being carried out by Kailash Auto. Kailash Auto has continuously reported negative or no profit. Further, earning per share (EPS) of Kailash Auto was nil or negative and value of scrip was highly inflated with respect to its book value. Considering the financial and operating figures of Kailash Auto, such huge market capital of Kailash Auto and price/traded volumes in its scrip during relevant periods are found to be inflated and unrealistic. 21. From the above facts and circumstances it is noted that shortly after their incorporation CPAL and PML made private placement to the primary allottees. In their private placements CPAL and PML issued equity shares for value of `19.80 crores and `23.58 crores, respectively by circulating back and forth smaller amounts of funds amongst the primary alllottees and themselves.

Thus, on account of the repeated circulation of funds between different primary allottees and the companies, the receipt of allotment money for total equity shares issued in the private placement had been merely as book entry. I, therefore, prima facie find that these companies and their primary allottees engineered a web of transfers and retransfers of funds and shares amongst themselves in a bid to create a facade of infusion of funds by way of private placement of shares when actually there was actually no infusion of funds for the large part of the private placement. In the private placement by CPAL and PML, the purported share premium amount of `19,47,91,450/-and `23,24,61,000/-, respectively were also through circulation of funds and, in effect, there was no infusion of funds towards such share premium. I further note that the primary allottees are connected /related amongst themselves and with CPAL and PML as discussed hereinabove. The primary allottees transferred the shares received by them in the private placements to the recipients of CPAL shares and recipients of PML shares who are also connected amongst themselves and with CPAL and PML on the basis of inter se fund transfer.

Thereafter, these companies issued bonus shares without having any profit or real security premium. Consequently, there was significant increase in the paid up share capital of CPAL and PML without receipt of actual consideration. Thus, the private placement to primary allottees, subsequent transfer of shares by primary allottees to recipients of CPAL shares/recipients of PML shares and bonus issues were prima facie sham transactions. Such increase in paid up share capital of CPAL and PML through sham transactions gave rise to an elaborate edifice of unrealistic liquidity, i.e., the trading volume surged by 5577 times during Patch- 2 as compared to trading volume in Patch- 1.

22. After receipt of shares of CPAL and PML from the primary allottees, the recipients of CPAL shares and recipients of PML shares transferred those shares to a large number of beneficiaries, who are also connected /related with recipients of CPAL shares and recipients of PML shares and these companies on the basis of fund transfers, at the average price of `1/- per share. Fund received by recipients of CPAL shares and recipients of PML shares from beneficiaries, as purported consideration for transfer of shares of CPAL and PML, were transferred to various other entities including CPAL and PML. Thus, CPAL and PML had used the recipients of CPAL shares and recipients of PML shares as conduit to facilitate the transfer of their shares to the beneficiaries. The beneficiaries who received the shares of CPAL and PML swapped those shares with the shares of Kailash Auto as per the scheme of amalgamation on June 08, 2013. The facts and circumstances brought out in preliminary examination prima facie indicate that CPAL and PML were incorporated with a dubious plan and premeditated arrangement to increase number of equity shares therein through such sham and non-genuine transactions which resulted in fetching exorbitant and unrealistic consideration for their shares in the scheme of amalgamation.

23. From the observations of preliminary inquiry it is noted that Kailash Auto did not have any business operations during the relevant period. It had very poor fundamentals during the relevant period i.e., the financial years 2010-11, 2011-12, 2012-13 and 2013-14. The adjusted net profits and earnings per share (EPS) of Kailash Auto for these periods were always nil or negligible as reported by it. Prior to Patch -1, there was no trading at all in the scrip of Kailash Auto and there was no market discovered price for the scrip during this period. Thus, the astronomical increase in the price of the scrip during Patch -1 and continuance of the increased price throughout till Patch-2 was not supported by any genuine factor such as fundamentals/operating results of the company and market forces of supply and demand in its shares. Such price rise and maintenance thereof during the relevant period were predominantly on account of transactions amongst the connected/related entities during these periods as found during preliminary inquiry. 24. In this regard, it is noted that during Patch-1, price of the shares of Kailash Auto were rigged by top LTP contributors from `11 to `36.25 mainly through first trades on 27 instances acting in league with connected counter parties under a pre-meditated plan, device and artifice.

After artificially increasing the price of the scrip in Patch-1 through manipulations with active involvement of these connected counter parties, the beneficiaries off-loaded the shares of Kailash Auto at an average price of `35/-each to the connected entities of Kailash Auto Group I and Kailash Auto Group II and made huge profit of approximately 3400% on their investment. It is relevant to mention that prior to Patch-2, the scrip of Kailash Auto was illiquid and thinly traded. On account of price increase during Patch -1, trading interest of gullible investors in the scrip was created. After Patch -1 when beneficiaries started exiting to connected/related entities of Kailash Auto Group I and Kailash Auto Group II trading by gullible investors was witnessed. In Patch -2, substantial traded volume in the scrip was created on account of trading amongst the connected /related parties, namely, beneficiaries and the entities of Kailash Auto Group I and Kailash Auto Group II. Further, in Patch-3, price of the scrip plunged from `28.50/- to `2.01/- due to lower trading concentration by beneficiaries and entities of Kailash Auto Group I and Kailash Auto Group II.

Thus during Patch- 2 the price in the scrip of Kailash Auto was maintained by the artificial demand supply forces fabricated through the phalanx of beneficiaries and entities of Kailash Auto Group I and Kailash Auto Group II. It has been observed that in Patch -3 the innocent and gullible investors had been lured into trading in the scrip of Kailash Auto and they had been entrapped in the price fluctuations of the scrip. In these facts and circumstances, I, prima facie, find that these connected entities, namely, the LTP contributors and connected counterparties to their traders, beneficiaries and entities of Kailash Auto Group I and Kailash Auto Group II indulged in price and volume manipulation in the scrip. 25. It is also relevant to mention that as per the provision of Explanation 1 to section 2(42A) of the Income Tax Act, 1961 - "In determining the period for which any capital asset is held by the assessee in the case of a capital asset being a share or shares in an Indian company, which becomes the property of the assessee in consideration of a transfer, there shall be included the period for which the share or shares in the amalgamating company were held by the assessee".

Thus, though the beneficiaries had received the shares of Kailash Auto on June 08, 2013, the holding period of 12 months for the purpose of exemption from tax on LTCG, the gains made by beneficiaries on account of sale of shares of Kailash Auto would be eligible for LTCG exemption under Income Tax Act, 1961 since they were holding shares of CPAL and PML prior to swap under the scheme of amalgamation. In the entire process, the beneficiaries made huge profit of approximately 3400% on their investment and claimed exemption of long term capital gains (LTCG) on such profit. I, prima facie, find that such profit was generated on account of rigged price of the scrip and creation of artificially inflated volumes. Thus, the details of transactions put through in such a ruse contain tell-tale story of how the entire process of private placement, fabrication of share premium, issuance of bonus shares, subsequent transfer of shares and funds to connected/related entities was designed and structured on the building blocks of a slew of transfers and retransfers to beguile the same as transactions with commercial sense to generate bogus LTCG which is exempt from tax under the provisions of the Income Tax Act, 1961. During this process the stock exchange system was grossly misused.

26. The facts of this case, apart from being a possible case of tax evasion which could be seen by the concerned law enforcement agencies separately, prima facie also involves 'fraud' in connection with dealing in securities and on securities market. I, therefore, prima facie find that acts and dealings of primary allottees, recipients of CPAL shares and recipients of PML shares, beneficiaries, LTP contributors, entities of Kailash Auto Group I and Kailash Auto Group II, as discussed hereinabove are ‘fraudulent’, manipulative and deceptive under regulation 2(1)(c) of the SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003 (‘PFUTP Regulations’) and they have prima facie contravened the provisions of regulations 3(a), (b), (c) and (d) and 4(1), 4(2)(a), (b), (e) and (g) thereof and section 12A(a), (b) and (c) of the Securities and Exchange Board of India Act, 1992 (the SEBI Act). The said provisions are reproduced hereunder:- SEBI ACT Prohibition of manipulative and deceptive devices, insider trading and substantial acquisition of securities or control.

"12A. No person shall directly or indirectly— (a) use or employ, in connection with the issue, purchase or sale of any securities listed or proposed to be listed on a recognized stock exchange, any manipulative or deceptive device or contrivance in contravention of the provisions of this Act or the rules or the regulations made thereunder; (b) employ any device, scheme or artifice to defraud in connection with issue or dealing in securities which are listed or proposed to be listed on a recognised stock exchange; (c) engage in any act, practice, course of business which operates or would operate as fraud or deceit upon any person, in connection with the issue, dealing in securities which are listed or proposed to be listed on a recognised stock exchange, in contravention of the provisions of this Act or the rules or the regulations made thereunder;" PFUTP Regulations "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.

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; (b) dealing in a security not intended to effect transfer of beneficial ownership but intended to operate only as a device to inflate, depress or cause fluctuations in the price of such security for wrongful gain or avoidance of loss; …. (e) any act or omission amounting to manipulation of the price of a security; …. (g) entering into a transaction in securities without intention of performing it or without intention of change of ownership of such security;" 27. I am of the opinion that a detailed investigation of the entire scheme, plan, device and artifice employed by concerned entities and to find out the ultimate owners of funds used for facilitating the entire scheme, plan, device and artifice is necessary.

I further note that during preliminary inquiry it has been observed that few of the recipients of CPAL shares and recipients of PML shares are connected with Vimit Consulting limited and Lahoti India Limited on the basis of common address and email Id. In view of the same, role of Vimit Consulting Limited, Lahoti India Limited and other entities may also be looked into during investigation in this matter. While SEBI would investigate into the probable violations of the securities laws, the matter may also be referred to other law enforcement agencies such as Income Tax Department, Enforcement Directorate and Financial Intelligence Unit for necessary action at their end as may be deemed appropriate by them. 28. It is pertinent to mention that there is no scale to measure fraudulent, deceptive and manipulative device, plan and artifice or its impact and the findings in that regard always depend on inferences drawn from a mass of factual details. Findings in this regard can also be gleaned from patterns of transactions/dealings, conduct and behaviour of connected parties viz; incorporation of unlisted companies, apparent irregular transfers of funds and securities, corporate actions and other machinations, whether legal or otherwise, employed to achieve the designed purpose.

In the instant case, I, prima facie, find that the entire gamut of events commencing from the typical gambit of allotment of shares by CPAL and PML to a select coterie, running through the maze of funds/shares transfers and retransfers amongst chosen interconnected parties, unrealistic increase of liquidity in shares of Kailsah Auto held by shareholders of CPAL and PML pursuant to scheme of amalgamation is a classic example of touch-me-not distancing through intermediations and culminating in the final denouement wherein connected parties with all their manipulative assemblage came to the fore setting a seal on their machinations of fraudulent, manipulative and deceptive dealings to the detriment of unsuspecting investors. 29. The whole picture on the canvass suggests tell-tale strands of how each one of the connected entities at various sequences in the chain has catalysed the routing of funds and shares, in a web of make believe transfers/transactions meant to mislead and obfuscate, to the final confluence in the market amidst artificial volume and price rise entrapping the unsuspecting and gullible investors.

The connected entities, acting in concert under a premeditated plan, had acquired dominant market power for the shares of Kailash Auto. Their acts, conduct, behaviour and dealings connote a deceptive conduct designed to deceive or defraud investors by controlling or artificially affecting the price of shares of Kailash Auto since being in dominant position to control supply and demand both they interfered with free forces of supply and demand. By impeding in the natural interplay of market forces, they misled the investors by masking the fair price of the shares of Kailash Auto. When all the facts and circumstances of this case are considered holistically they prima facie emerge as ingredients in a fraudulent, deceptive and manipulative device, plan and artifice designed to tamper with free market forces and to damage the integrity of the securities markets. The manipulation in the traded volume and price of the scrip by a group of connected entities as observed in this case has potential to further induce unsuspecting and gullible investors to trade in the scrip and harm them. Further, these connected parties have grossly misused the stock exchange system to generate bogus LTCG to aid and help beneficiaries to convert their unaccounted income into accounted one with no payment of taxes as LTCG is tax exempt.

30. SEBI strives to safeguard and protect the interests of a genuine investor in the Indian securities market. The acts of artificially increasing the price and traded volume in the scrip with mala fide intention to mislead investors and the fundamental tenets of market integrity get violated with impunity due for such acts. Under the facts and circumstances of this case, I, prima facie, find that the acts of Kailsah Auto Group I, Kailsah Auto Group II, beneficiaries, primary allottees of CPAL, recipients of CPAL shares, primary allottees of PML, recipients of PML shares and the LTP contributors as described above is inimical to the interests of participants in the securities market. Allowing the entities that are prima facie found to be involved in such fraudulent, unfair and manipulative transactions to continue to operate in the market would shake the confidence of the investors in the securities market. Further, the fraudulent, manipulative and deceptive device, plan and artifice employed by connected parties in this case, not only endanger the interests of investors in securities but also the integrity of securities market as a whole.

If left unchecked and perpetrators thereof are dealt with leniency on procedure and substance, it will give wrong signals in the system. I am of also of the view, the fraudulent, manipulative and deceptive acts, device, plan and artifice employed by the connected parties acting in league in this case have wider impact on the securities market and should be dealt with sternly and post-decisional hearing will be sufficient compliance of procedure, in the facts and circumstances of this case. Considering the facts and circumstances of this case and the indulgence of a listed company in such fraudulent, manipulative and deceptive plan, device and artifice as prima facie found in this case, I am convinced that this is a fit case where, pending investigation, effective preventive and remedial action is required to be taken by way of ad interim ex -parte order to protect the interests of investors and preserve the safety and integrity of the securities market. 31. In view of the foregoing, in order to protect the interest of the investors and safeguard the integrity of the securities market, I, in exercise of the powers conferred upon me in terms of section 19 read with section 11(1), section 11 (4) and section 11B of the SEBI Act, 1992, pending investigation in the matter, hereby restrain the following persons/entities from accessing the securities market and buying, selling or dealing in securities, either directly or indirectly, in any manner whatsoever, till further directions:-

Sl. No. NAME OF THE ENTITY PAN COMPANY 1 Kailash Auto Finance Ltd. AACCK0928J PROMOTER/PROMOTER RELATED ENTITIES OF KAILASH AUTO 2 Sri Karani Exports Pvt. Ltd. AADCS7710D 3 Radhashyam Dealtrade Pvt. Ltd. AAFCR6225E 4 Build Con Finance Ltd. AAACB4475D BENEFICIARIES 5 Rahul Agarwal AEXPA9696R 6 Vikas Agrawal AFBPA9883M 7 Om Prakash Agarwal ACIPA3823H 8 Hitesh Ramprakash Chhatwal ADSPC4388E 9 Om Prakash Agarwal HUF AAAHO5501J 10 Rajesh Ramswarup Sarda AHAPS4925M 11 Shilpa Agarwal AHQPK3316G 12 Dharam Paul ACGPP5575P 13 Neeraj Kumar AGVPK7036P 14 Charanjeet Singh ADWPS5227Q 15 Rajesh Ramswarup Sarda HUF AADHS2286M 16 Kavita Jain AANPJ9910B

17 Sanjeev Jain ACFPJ3817P 18 Geetha Jain ADEPG7030K 19 Veena Rajesh Sarda AHAPS4880R 20 Ramasamy Santhamani ALJPS3141G 21 Satish Jain AAFPJ6142B 22 Dhirajkumar Khetan AAWPK2634C 23 Vikrant Kumar Khetan AAWPK2621F 24 GauravBhalotia ADAPB9680Q 25 Bhagwati Devi Patwari AEYPP3706L 26 N.Kanniah AAHPK8800D 27 Nikita Agarwal AOTPA7379H 28 Sanjib Kumar Patwari HUF AAPHS3236R 29 Priyanka Patwari ALSPK8179K 30 Sarika Patwari ABAPL2442E 31 S K Patwari HUF AAFHS3391K 32 Sanjay Kumar Patwari HUF AASHS7307E 33 Shaila Patwari AJFPP4973M 34 Sanjay Kumar Patwari AFPPP9576G 35 Sanjib Kumar Patwari AFRPP9205L 36 Ashok Mustapure AVRPM3683K 37 KrishnaAgrawal ACHPA6428P 38 Nand Kishore Agarwal ACJPA2410P 39 Kuldeep Jaiswal ACVPJ4561C 40 Amit Jain AEFPJ8100B 41 Sajjan Kumar Patwari AEYPP3705K 42 Pratap Uttam Purohit AFZPP9994A 43 Chandadevi Ramswarup Sarda AHAPS4924L 44 Kanchan Jain AAHPJ9207D 45 Sunil Kumar Patwari AFVPP3401L 46 Nitin Jain AEFPJ8101A 47 A K Jain HUF AADHA7322L 48 Adar Kumar Jain ADSPJ5280G

49 Gobinda Chandra Pattanaik AJEPP2669K 50 Ashok Kejriwal HUF AAFHA5405E 51 Gurcharn Singh Baweja AAOPB3690D 52 Mahesh Kumar Khetan AAWPK2620E 53 Sangita Ketriwal ABTPK2380B 54 Ashok Kumar Kejriwal ADHPK4175C 55 Sweety Manglani AGAPM6677R 56 Praveen Goud Adhikam ACOPA7454Q 57 Sapna Goud Adhikam ADAPA1398J 58 Ashish Singhania BFWPS0721Q 59 Poonam Makin AEVPM9256K 60 Ramesh Kumar Kedia HUF AAEHR9181H 61 Saurabh Mittal ADDPM5232A 62 Kapil Mittal ADDPM5233B 63 Rekha Ajaykumar Agrawal AASPA2993A 64 Jyoti Vardhan Sonthalia AADHJ8034N 65 Sandhya Jain AAGPJ0189B 66 Neetu Pratap Kalra AAXPK9087E 67 Abhishek Agarwal AFTPA0939C 68 Neelam Sonthalia AKVPS1234K 69 Sangeeta Sachdev AODPS3657L 70 Vinod Sukhani AYUPS6072L 71 Rajyavardhan Sonthalia COKPS7477F 72 Lakshmi Devi AADPD8227B 73 Sunil Kumar Jain AAHPJ7196B 74 Sunitha Mundada ABZPM2965N 75 Ashok Kumar Gadodia ACEPG3335Q 76 Aashesh Kumar Lalwani ACLPL9914H 77 Het Ram AFVPR5490R 78 Saloni Bhalotia AIKPK2010L 79 Prashant Singh Gaur APBPG5512R 80 Mohan Sharma ATUPS1008F

81 Hardik Loknath Gambhir AWPPG7383P 82 Sunil Kumar Patwari HUF AANHS6750A 83 Dhruv Gaba AQNPG3627J 84 Sandeep Mahendrabhai Shah AADPS4022M 85 Bal Krishna Saraf HUF AAFHB5197N 86 Neena Gaba AHQPG7050H 87 Jolly Pathak AHGPP6057P 88 Sunita Goyal AAFPG2351M 89 Pratapsinh Ganpatrao Jadhav AAYPJ1003C 90 Sher Singh Agarwal AAAHS9623K 91 Dinesh Shersingh Agarwal AAAPA5629D 92 Shiv Kumar HUF AABHS3053G 93 Pushpa Rani Nagpal AABPN0865H 94 Rajendra Neminath Shete AACHR9687J 95 Sitaram Ashok Kumar HUF AACHS4243P 96 Ramachandran Ananthan Pothi AACPP8620K 97 ShersinghAgarwal AADPA3198C 98 Sarda AAEHS0587A 99 Sanjay Kumar Agarwal AAOPA1798H 100 Anand Swaroop Rathi ABLPR8103M 101 Shiv Kumar Nathany ABSPN6879P 102 Anshu Agarwal ABYPA0389D 103 Rajesh Rathi ACDPR7543Q 104 Nirmala Devi Gadodia ACEPG3740P 105 Abdul Jabbar Dagli ACUPD2136L 106 Nilavati Niminath Shete ACZPS8442H 107 Manisha Rajendra Shete ACZPS8514N 108 Rajendra Neminath Shete ACZPS8515P 109 Gaurav Goel ADYPG0561H 110 Gautam Goel ADYPG0564C 111 Divesh Agarwal AEBPA2498H 112 Manju Rathi AECPR9207C

113 Prakash Chandra Rathi AECPR9208P 114 Sumanlata Gupta AEJPG5741F 115 Vipin Shersingh Agarwal AEZPA0703K 116 Dilipkumar S Jain AFEPJ8660G 117 Rani Mishra AGHPM6638B 118 Shweta Mishra AGHPM6664K 119 Asha Rani Soni AJEPS8536L 120 Sushila Tiwari AJEPT8702F 121 Uma Sarda AKBPS4386G 122 Niranjan Rajendra Shete BOTPS0314D KAILASH AUTO GROUP I 123 Bholebaba Suppliers Pvt. Ltd. AADCB8132G 124 Keshavah Dealtrade Pvt. Ltd. AAECK7236R 125 Keshavah Mercantile Pvt. Ltd. AAECK7235N 126 Realstep Tradecom Pvt. Ltd. AAGCR4447R 127 Jai Dada Steel Pvt. Ltd. AACCJ3125C 128 Depandable Consultancy Business Kanti Ltd. AADCD1443J 129 Fortright Consultants Pvt. Ltd. AACCF2203K 130 Deekay Engineers & Dealers Ltd. AAACD8823B 131 Pragyan Realty Pvt. Ltd. AAHCP1157B 132 Huk Wealth Consultants Pvt. Ltd. AADCH1933R 133 Panchmadhu Projects Pvt. Ltd. AAHCP0443J 134 Mdbp Marketing Service Pvt. Ltd. AAGCM0694K 135 Malakar & Das Broking Services Pvt. Ltd. AAICM6326L 136 Proficient Managerial Solutions Pvt. Ltd. AAHCP1962C 137 Roselife Residency Pvt. Ltd. AAGCR4027D 138 Aryanraj Properties Pvt. Ltd. AALCA5298E 139 Dream Heights Pvt. Ltd. AACCD9717E 140 Sanket Merchandise Pvt. Ltd. AARCS3191G 141 Pradipta Kr Barick/ Supercon Realinfra Pvt. Ltd. AASCS4307H 142 Dhanaasha Developers Pvt. Ltd. AAECD6470G 143 Tremendous Commodeal Pvt. Ltd. AAJCA0881H

144 Arrowlink Enclave Arrowlink Enclave Pvt. Limi AALCA5948F 145 Dhanaseth Properties Pvt. Ltd. AAECD6471H 146 Profitus Commodities Pvt.Ltd. AAHCP2079E 147 Casuarina Projects Pvt. Ltd. AAFCC2180B 148 Sarda Solutions Pvt. Ltd. AATCS2316K 149 Maxtor Conclave Pvt. Ltd. AAICM5727H 150 Seguro Construction Ltd. AASCS9516J KAILASH AUTO GROUP II 151 Nirdesh Trading Pvt. Ltd. AABCN1526E 152 Triala Dealers Pvt. Ltd. AAECT5548F 153 Cheroot Vanijya Pvt. Ltd. AAECC9285A 154 Quickscope Dealers Pvt. Ltd. AANCS8376B 155 Saktimata Marketing Pvt. Ltd. AARCS1549Q 156 Gainsay Property Pvt. Ltd. AAFCG2185A 157 Shivsathi Mercantile Pvt. Ltd. AASCS6284R 158 Sanmati Goods Pvt. Ltd. AAICS9154Q 159 Albino Overseas Pvt. Ltd. AAHCA6112B 160 Levia Trading Pvt. Ltd. AACCL5027D 161 Camellia Vinimay Pvt. Ltd. AADCC5732H 162 Reachsmart Construction Pvt. Ltd. AAGCR4662J 163 Swarnprakash Traders Pvt. Ltd. AATCS6718D 164 Shallot Vincom Pvt. Ltd. AARCS5124P 165 Reachsmart Dealtrade Pvt. Ltd. AAFCR9881C 166 Expression Dealers Pvt. Ltd. AACCE5935D 167 Signature Dealtrade Pvt. Ltd. AAOCS9059G 168 Coral Tradecom Pvt. Ltd. AADCC6854G 169 Goodpoint Impex Pvt. Ltd. AAFCG0606G 170 Rochak Vinimay Pvt. Ltd. AAGCR8142P 171 Goldensight Traders Pvt. Ltd. AAFCG4773J 172 Rochi Dealcom Pvt. Ltd. AAGCR7017M 173 Sensex Distributors Pvt. Ltd. AAPCS2057K 174 Sinjan Overseas Pvt. Ltd. AAMCS8721P

175 Sidhiman Vyapaar Pvt. Ltd. AATCS3687H 176 Vilohit PropertyPvt. Ltd. AAECV1283F 177 Optimistic Mercantile Pvt. Ltd. AABCO3684Q 178 Helot Properties Pvt. Ltd. AACCH8885R 179 Arnab Properties Pvt. Ltd. AAHCA6172H 180 Vishnudham Marketing Pvt. Ltd. AAECV4988P 181 Gajgamini Merchandise Pvt. Ltd. AAFCG2554B 182 Muchmore Vincom Pvt. Ltd. AAICM6982C 183 Antaryami Traders Pvt. Ltd. AALCA7880J 184 Consideration Vincom Pvt. Ltd. Pvt. Ltd. AAECC2491A 185 Duari Marketing Pvt. Ltd. AAECD9323N 186 Dreamlight Exim Pvt. Ltd. AAECD5782B 187 Overarching Dealers Pvt. Ltd. AABCO6949E 188 Shallot Dealtrade Pvt. Ltd. AARCS4827R 189 S K Khemka AFPPK2503Q 190 Goldensight Management Pvt. Ltd. AAFCG0066N 191 Mahamani Tradelink Pvt. Ltd. AAHCM8752F 192 Shallot Tie-Up Pvt. Ltd. AARCS5133J 193 Rajgharana Agencies Pvt. Ltd. AAFCR2462P 194 Mobixa Distributors Pvt. Ltd. AAICM4750C 195 AriseDealcom Pvt. Ltd. AAJCA5108R 196 Rangan Vincom Pvt. Ltd. AAGCR1715E 197 Signet Vinimay Pvt. Ltd. AAMCS1712Q 198 Kapeeshwar Vintrade Pvt. Ltd. AAECK7329P 199 Touchwin Commercial Pvt. Ltd. AAECT1846Q 200 Ladios Trading Pvt. Ltd. AACCL3868N 201 Katyani Commodities Pvt. Ltd. AAECK6244R 202 Runicha Merchants Pvt. Ltd. AAECR0580M 203 Spice Merchants Pvt. Ltd. AAPCS7492G 204 Core Commodities Pvt. Ltd. AAECC2931M PRIMARY ALLOTTEES OF CPAL AND PML 205 Confident Vanijya Pvt. Ltd. AADCC5930D

206 Dhandevi Merchandise Pvt. Ltd. AADCD6493J 207 Fairlink Realtors Consultants Pvt. Ltd. AABCF6890P 208 Intecity Complex Consultants Pvt. Ltd. AACCI4596G 209 Luckydhan Dealtrade Pvt. Ltd. AABCL9100E 210 Mahadhan Vincom Pvt. Ltd. AAGCM8231Q 211 Pushpdant Tradelink Pvt. Ltd. AAFCP7632P 212 Pushpdhara Dealer Pvt. Ltd. AAFCP7061C 213 Pushpmala Vinimay Pvt. Ltd. AAFCP7062B 214 Ranpriya Tradevin Pvt. Ltd. AAECR6282Q 215 Safeline Developers Advisory Pvt. Ltd. AAPCS1176D 216 Saptrishi Agencies Pvt. Ltd. AAPCS0805H 217 Speedwell Enclave Consultancy Pvt. Ltd. AAOCS9967P 218 Superdeal Vincom Pvt. Ltd. AAQCS3088M 219 Timeless Suppliers Pvt. Ltd. AADCT6337P 220 Dhankuber dealcomm Pvt. Ltd. AADCD6491L 221 Gannayak Sales Pvt. Ltd. AAECG0461G 222 Heaven Sales Pvt. Ltd. AACCH1686G 223 Manikaran Dealtrade Pvt. Ltd. AAHCM0524B 224 Needful Projects Advisory Pvt. Ltd. AADCN4461C 225 Panchshul Marketing Pvt. Ltd. AAFCP7060D 226 Shivratri Merchants Pvt. Ltd. AAOCS9331B 227 Solty Dealtrade Pvt. Ltd. AAPCS2058G RECIPIENTS OF CPAL AND PML SHARES 228 Sudhir Jain ALKPJ3343G 229 Rohit Agarwal AONPA7646B 230 Anand Sagar Thakur AEYPT0142A 231 Rudra Prasad Banerjee AVTPB4409J 232 Stepan Commotrade Pvt. Ltd. AADCS9460Q 233 Binod Kumar Toshniwal AFDPT0326E 234 Hanish Toshniwal AHJPT9222F 235 Santosh Sharma BFAPS7597Q 236 Needful Vincom Pvt. Ltd. AADCN3984C

237 Brijdhara Merchantile Pvt. Ltd. AAECB2629R 238 Overall Vincom Pvt. Ltd. AABCO1200E RECIPIENTS OF CPAL/PML SHARES AND KAILASH AUTO GROUP I 239 Trump Traders Pvt. Ltd. / Ecstatic Traders Pvt. Ltd. AADCT7498M 240 Shivling Mercantile Pvt. Ltd. / Sonnet Mercantile Pvt. Ltd. AAOCS9332C 241 Shivratri Tradelinks Pvt. Ltd. / Casuarina Tradelink Pvt. Ltd. AAOCS7895J 242 Jatadhari Marketing Pvt. Ltd. / Wondrous Marketing Pvt. Ltd. AACCJ4617K 243 Overflow Mercandise Pvt. Ltd. / Ecstatic Merchandise Pvt. Ltd. AABCO4034C 244 Sanskriti Vincom Pvt. Ltd. / Pragyan Vincom Pvt. Ltd. AAPCS2061P OTHER 245 Shyam Kanheyalal Vyas ACTPV2787Q 246 Bharat Bagri HUF AADHB8488A

32. This order shall come into force with immediate effect. The stock exchanges and the depositories shall ensure that the above directions are strictly enforced. 33. This order is without prejudice to the right of SEBI to take any other action that may be initiated against the aforementioned entities in accordance with law. 34. The persons/entities against whom this ad interim ex -parte order is passed may file their objections, if any, within twenty one days from the date of this order and, if they so desire, avail themselves of an opportunity of personal hearing before the Securities and Exchange Board of India, on a date and time to be fixed on a specific request, received from the concerned persons/entities.

-Sd- DATE: March 29th, 2016 RAJEEV KUMAR AGARWAL PLACE: MUMBAI WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA

Annexure A: Kailash Auto Group I and basis of connection amongst them Sl. Client Name (PAN) Total no. of Basis of Connection No. shares bought 1 Bholebaba Suppliers Pvt. 8416130 As per the UCC data base available with the concerned Ltd. (AADCB8132G) broker/data provided by BSE, entities of serial number 1 and 7 of this table have common phone number, i.e., 9051373100 2 Ecstatic Merchandise 6252085 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 2, 5, (AABCO4034C) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

3 Keshavah Dealtrade Pvt. 5698091 As per the UCC data base available with the concerned Ltd. (AAECK7236R) broker/data provided by BSE, entities of serial number 3 and 26 of this table have common phone number, i.e., 9836835273 4 Keshavah Mercantile 5504156 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 3, 4, (AAECK7235N) and 22 have common address, i.e., 30, Bentick Street, 3rd Floor, Room No 305, Kolkata 700001 5 Realstep Tradecom Pvt 4850227 As per the UCC data base available with the concerned Ltd. (AAGCR4447R) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

6 Jai Dada Steel Pvt. Ltd. 4786922 As per the UCC data base available with the concerned (AACCJ3125C) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

7 Pragyan Vincom Pvt. 3257805 As per the UCC data base available with the concerned Ltd. (AAPCS2061P) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

8 Depandable Consultancy 3170508 As per the UCC data base available with the concerned Business Kanti Ltd. broker/data provided by BSE, entities of serial number 8, 12 (AADCD1443J) and 15 of this table have common phone number, i.e., 32611685

9 Wondrous Marketing 2925003 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 2, 5, (AACCJ4617K) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

10 Sonnet Mercantile Pvt. 2879080 As per the UCC data base available with the concerned Ltd. (AAOCS9332C) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

11 Fortright Consultants 2638243 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 11, (AACCF2203K) 14, 17, 18, 32 of this table have common address i.e., T 1, 3rd Floor, Shivam Appartment, House Number 99, A K Road, Near Hotel Srikanta, Guwahati, Assam – 781008. 12 Deekay Engineers & 2275735 As per the UCC data base available with the concerned Dealers Ltd. broker/data provided by BSE, entities of serial number 2, 5, (AAACD8823B) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

13 Pragyan Realty Pvt. Ltd. 2153541 As per the UCC data base available with the concerned (AAHCP1157B) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

14 Huk Wealth Consultants 2084462 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 6 and (AADCH1933R) 14 of this table have common phone number, i.e., 9775277497 15 Panchmadhu Projects 1943622 As per the UCC data base available with the concerned Pvt. Ltd. (AAHCP0443J) broker/data provided by BSE, entities of serial number 8, 12 and 15 of this table have common phone number, i.e., 32611685 16 Mdbp Marketing Service 1838456 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 2, 5, (AAGCM0694K) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

17 Malakar & Das Broking 1759551 As per the UCC data base available with the concerned Services Pvt. Ltd. broker/data provided by BSE, entities of serial number 11, (AAICM6326L) 14, 17, 18, 32 of this table have common address i.e., T 1, 3rd Floor, Shivam Appartment, House Number 99, A K Road, Near Hotel Srikanta, Guwahati, Assam – 781008. 18 Proficient Managerial 1279738 As per the UCC data base available with the concerned Solutions Pvt. Ltd. broker/data provided by BSE, entities of serial number 11, (AAHCP1962C) 14, 17, 18, 32 of this table have common address i.e., T 1, 3rd Floor, Shivam Appartment, House Number 99, A K Road, Near Hotel Srikanta, Guwahati, Assam – 781008. 19 Roselife Residency Pvt. 1263156 As per the UCC data base available with the concerned Ltd. (AAGCR4027D) broker/data provided by BSE, entities of serial number 19, 25, 31 and 34 of this table have common address, i.e., 6, Lyons Range, M-17, Kolkata, West Bengal – 700001. 20 Aryanraj Properties Pvt. 1098910 As per the UCC data base available with the concerned Ltd. (AALCA5298E) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

21 Dream Heights Pvt. Ltd. 1002789 As per the UCC data base available with the concerned (AACCD9717E) broker/data provided by BSE, entities of serial number 8 and 21 of this table have common address, i.e., 4A, Council House Street, MMS Chamber, 1st Floor, Kolkata, West Bengal – 700001. 22 Sanket Merchandise Pvt. 993391 As per the UCC data base available with the concerned Ltd. (AARCS3191G) broker/data provided by BSE, entities of serial number 3, 4, and 22 have common address, i.e., 30, Bentick Street, 3rd Floor, Room No 305, Kolkata 700001 23 Pradipta Kumar Barick/ 990000 As per the UCC data base available with the concerned Supercon Realinfra Pvt. broker/data provided by BSE, entities of serial number 15 Ltd. (AASCS4307H) and 23 have common address, i.e., 9A, Dr. G S Basu Road, Ground Floor, Kolkata West Bengal – 700039 24 Ecstatic Traders Pvt. 876264 As per the UCC data base available with the concerned Ltd. (AADCT7498M) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

25 Dhanaasha Developers 850526 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 19, (AAECD6470G) 25, 31 and 34 of this table have common address, i.e., 6, Lyons Range, M-17, Kolkata, West Bengal – 700001.

26 Tremendous 810467 As per the UCC data base available with the concerned Commodeal Pvt. Ltd. broker/data provided by BSE, entities of serial number 2, 5, (AAJCA0881H) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001. 27 Arrowlink Enclave 727400 As per the UCC data base available with the concerned Arrowlink Enclave Pvt. broker/data provided by BSE, entities of serial number 2, 5, Limi (AALCA5948F) 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001. 28 Casuarina Tradelink Pvt. 627257 As per the UCC data base available with the concerned Ltd. (AAOCS7895J) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001. 29 Dhanaseth Properties 549850 As per the UCC data base available with the concerned Pvt. Ltd. broker/data provided by BSE, entities of serial number 13 (AAECD6471H) and 29 of this table have common phone number, i.e., 9051373399 30 Profitus Commodities 525004 As per the UCC data base available with the concerned Pvt.Ltd (AAHCP2079E) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001.

31 Casuarina Projects Pvt. 403465 As per the UCC data base available with the concerned Ltd. (AAFCC2180B) broker/data provided by BSE, entities of serial number 16 and 31 of this table have common phone number, i.e., 8100012345 32 Sarda Solutions Pvt. Ltd. 365000 As per the UCC data base available with the concerned (AATCS2316K) broker/data provided by BSE, entities of serial number 9 and 32 of this table have common phone number, i.e., 8820982870 33 Maxtor Conclave Pvt. 311461 As per the UCC data base available with the concerned Ltd. (AAICM5727H) broker/data provided by BSE, entities of serial number 2, 5, 6, 7, 9, 10, 12, 13, 16, 20, 24, 26, 27, 28, 30 & 33 of this table have common address as 16, Indian Exchange Place, 1st Floor, Kolkata, West Bengal, India – 700001. 34 Seguro Construction 300000 As per the UCC data base available with the concerned Ltd. (AASCS9516J) broker/data provided by BSE, entities of serial number 19, 25, 31 and 34 of this table have common address, i.e., 6, Lyons Range, M-17, Kolkata, West Bengal – 700001. Grand Total 7,54,08,295

Annexure B : Kailash Auto Group II and basis of connection among them Sl. Client Name Total no. of Basis of connection no. shares bought 1 Nirdesh Trading Pvt. 7791670 Off market transaction of Nirdesh Trading Pvt. Ltd. with Ltd. (AABCN1526E) Shivsathi Mercantile Pvt. Ltd. and Good Point Impex Pvt. Ltd. in the scrip of Surabhi Chemicals Ltd. and Kailash Auto Finance Ltd. 2 Triala Dealers Pvt. Ltd. 7782817 Ram Krishna Bhattacherjee and Sukumar Ghosh are the (AAECT5548F) common directors in Triala Dealers Pvt. Ltd., Helot Properties Pvt. Ltd., Antaryami Traders Pvt. Ltd., Muchmore Vincom Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd., Mobixa Distributors Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., and Reachsmart Construction Pvt. Ltd. 3 Cheroot Vanijya Pvt. 6924400 Ram Krishna Bhattacherjee and Sukumar Ghosh are the Ltd. (AAECC9285A) common directors in Triala Dealers Pvt. Ltd., Helot Properties Pvt. Ltd., Antaryami Traders Pvt. Ltd., Muchmore Vincom Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd., Mobixa Distributors Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., and Reachsmart Construction Pvt. Ltd. 4 Quickscope Dealers 5928702 Off market transaction of Quickscope Dealers Pvt. Ltd. with Pvt. Ltd. Dreamlight Exim Pvt. Ltd. and Vishnudham Marketing Pvt. (AANCS8376B) Ltd. in the scrip of Suryanagri Finlease Ltd. 5 Saktimata Marketing 5852084 Off market transaction of Saktimata Marketing Pvt. Ltd. Pvt. Ltd. with Good Point Impex Pvt Ltd., Helot Properties Pvt Ltd., (AARCS1549Q) Antaryami Dreamlight Exim Pvt Ltd., Gajgamini Merchandise Pvt Ltd., Triala Dealers Pvt Ltd., Rangan Vincom Pvt Ltd., Reachsmart Deal Trade Pvt Ltd., Cheroot Vanijya Pvt Ltd., in the scrip of Kailash Auto Finace and Sunstar Realty Development Ltd. 6 Gainsay Property Pvt. 5331756 Off market transaction of Gainsay Property Pvt. Ltd. Helot Ltd. (AAFCG2185A) Properties Pvt. Ltd., Goodpoint Impex Pvt. Ltd., Shivsathi Mercantile Pvt. Ltd., Overarching Dealers Pvt. Ltd. in the scrip Kailash Auto Finance Ltd. 7 Shivsathi Mercantile 4438438 Jayanta Bose is the common director in Good Point Impex Pvt. Ltd. Pvt. Ltd. and Shivsathi Mercantile Pvt. Ltd. (AASCS6284R) 8 Sanmati Goods Pvt Ltd 4320750 Off market transaction of Sanmati Goods Pvt Ltd with (AAICS9154Q) Sinjan Overseas Pvt Ltd. in the shares of Kailash Auto Finance Ltd. 9 Albino Overseas Pvt 4014500 Off market transaction of Albino Overseas Pvt. Ltd. with Ltd (AAHCA6112B) Kapeeshwar Vintrade Pvt Ltd in the shares of Cressanda Solutions Ltd. 10 Levia Trading Pvt Ltd 3841870 Off market transaction of Levia Trading Pvt Ltd with Core (AACCL5027D) Commodities Pvt. Ltd. in Kappac Pharma Ltd. 11 Camellia Vinimay Pvt. 3590494 Off market transaction of Camellia Vinimay Pvt. Ltd. with Ltd. (AADCC5732H) Helot Properties Pvt. Ltd. in Sunstar Realty Development Ltd. and Life Line Drugs Ltd. 12 Reachsmart 3300706 Sukumar Ghosh is the common directors in Reachsmart Construction Pvt. Ltd. Construction Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., Core (AAGCR4662J) Commodities Pvt Ltd., and Vishnudham Marketing Pvt. Ltd. 13 Swarnprakash Traders 2900912 Sukumar Ghosh is the common directors in Reachsmart Pvt. Ltd. Construction Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., Core (AATCS6718D) Commodities Pvt Ltd., and Vishnudham Marketing Pvt. Ltd. 14 Shallot Vincom Pvt. 2651637 Off market transaction of Shallot Vincom Pvt. Ltd. with Ltd. (AARCS5124P) Shivsathi Mercantile Pvt. Ltd. and Good Point Impex Pvt. Ltd. in the scrip of Sharp Investment Ltd. 15 Reachsmart Dealtrade 2541833 Promod Barik is common director in Reachsmart Dealtrade Pvt. Ltd. pvt. Ltd., Sebika Commodities Pvt. Ltd. (AAFCR9881C) Off market transaction of Reachsmart Dealtrade Pvt. Ltd with Esquire Enclave Pvt. Ltd., Kingfisher Properties Pvt. Ltd., Shivkhori Construction Pvt. Ltd., Topwell Properties Pvt. Ltd.

16 Expression Dealers Pvt. 2516237 Off market transaction with Gajgamini Merchandise Pvt. Ltd. (AACCE5935D) Ltd., Ladios Trading Pvt. Ltd., Rangan Vincom Pvt. Ltd., Antaryami Traders Pvt. Ltd., Vishnudham Marketing Pvt. Ltd., Dreamlight Exim Pvt. Ltd. in the scrip Kailash Auto Finance Ltd. 17 Signature Dealtrade Pvt. 2297100 Off market transaction of Signature Dealtrade Pvt. Ltd with Ltd. (AAOCS9059G) Triala Dealers Pvt. Ltd., Cheroot Vanijya Pvt. Ltd. in Kailash Auto Finance Ltd. 18 Coral Tradecom Pvt Ltd 1803273 Off market of Coral Tradecom Pvt Ltd with with Cheroot (AADCC6854G) Vanijya Pvt. Ltd. in the scrip of Tuni Textile Ltd. and Global Capital Market Ltd. 19 Goodpoint Impex Pvt. 1630717 Off market transaction of Good Point Impex Pvt. Ltd with Ltd. (AAFCG0606G) Shivsathi Mercantile Pvt. Ltd. and. Shallot Vincom Pvt. Ltd. in the scrip of Sharp Investment Ltd. 20 Rochak Vinimay Pvt. 1564127 Off market transaction of Rochak Vinimay Pvt. Ltd. with Ltd. (AAGCR8142P) Avlokan Dealcom Pvt. Ltd., Ladios Trading Pvt. Ltd., Rangan Vincom Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd., Antaryami Traders Pvt. Ltd. in the scrip of PSIT Infrastructure & Services Ltd., and Splash Media Ltd. 21 Goldensight Traders 1514780 Pratap Chakraborty is one of the common directors of Pvt. Ltd. Dhyaneshwar Dealers Pvt Ltd and (AAFCG4773J) Goldensight Traders Pvt. Ltd.

22 Rochi Dealcom Pvt. 1448300 Off market transaction of Rochi Dealcom Pvt. Ltd. with Ltd. (AAGCR7017M) Avlokan Dealcom Pvt. Ltd., Ladios Trading Pvt. Ltd., Rangan Vincom Pvt. Ltd. in the scrip Jackson Investment Ltd. 23 Sensex Distributors Pvt. 1313840 Off market transaction of Sensex Distributors Pvt. Ltd. with Ltd. (AAPCS2057K) Sanklap Vincom Pvt. Ltd. Scope Vyapar Pvt. Ltd. Runicha Merchants Pvt. Ltd. in the scrip of Concrete Credit Ltd and Pincon Spirit Ltd. 24 Sinjan Overseas Pvt. 1215310 Off market transaction of Sinjan Overseas Pvt. Ltd. with Ltd. (AAMCS8721P) Mahamani Tradelink Pvt. Ltd. in the scrip GCM Capital Advisors Ltd.

Biplab Guha is common director in Kapeeshwar Vintrade Pvt. Ltd., Sinjan Overseas Pvt. Ltd. and Mahamani Tradelink Pvt. Ltd. 25 Sidhiman Vyapaar Pvt. 1125971 Off market transaction of Sidhiman Vyapaar Pvt. Ltd. with Ltd. (AATCS3687H) Triala Dealers Pvt Ltd., Helot Properties Pvt. Ltd., and Saktimata Marketing Pvt. Ltd., in the scrip Sunstar Realty Development Ltd. 26 Vilohit Property Pvt. 1085480 Off market transaction of Vilohit Property Pvt. Ltd. with Ltd. (AAECV1283F) Helot Properties Pvt. Ltd., Signet Vinimay Pvt. Ltd., Esquire Enclave Pvt. Ltd. in the scrip Risorgimento Industrial Company Ltd, Nikki Global Finance Ltd. 27 Optimistic Mercantile 853492 Off market transaction of Optimistic Mercantile Pvt Ltd Pvt Ltd with Dreamlight Exim Pvt. Ltd., Gajgamini Merchandise (AABCO3684Q) Pvt. Ltd. Vishnudham Marketing Pvt. Ltd. in the scrip Sunstar Realty Development Ltd. 28 Helot Properties Pvt. 840542 Off market transaction of Helot Properties Pvt. Ltd. with Ltd. (AACCH8885R) Vilohit Property Pvt. Ltd., Signet Vinimay Pvt. Ltd., Esquire Enclave Pvt. Ltd. in the scrip Risorgimento Industrial Company Ltd, Nikki Global Finance Ltd. 29 Arnab Properties Pvt. 809424 Off market transaction of Arnab Properties Pvt. Ltd. with Ltd. (AAHCA6172H) Shivsathi Mercantile Pvt. Ltd. and Good Point Impex Pvt. Ltd. in the scrip of Surabhi Chemicals Ltd.

30 Vishnudham Marketing 805423 Sukumar Ghosh is the common directors in Reachsmart Pvt. Ltd. Construction Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., Core (AAECV4988P) Commodities Pvt Ltd., and Vishnudham Marketing Pvt. Ltd. Triala Dealers Pvt. Ltd., Sidhiman Vyapaar Pvt. Ltd., Vishnudham Marketing Pvt. Ltd., and Mobixa Distributors Pvt. Ltd. 31 Gajgamini Merchandise 794284 Rabindar Singh Manget is common director in Cheroot Pvt. Ltd. Vanijya Pvt. Ltd., Dreamlight Exim Pvt. Ltd., Antaryami (AAFCG2554B) Traders Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd.

32 Muchmore Vincom Pvt. 606098 Ram Krishna Bhattacherjee and Sukumar Ghosh are the Ltd. (AAICM6982C) common directors in Triala Dealers Pvt. Ltd., Helot Properties Pvt. Ltd., Antaryami Traders Pvt. Ltd., Muchmore Vincom Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd., Mobixa Distributors Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., and Reachsmart Construction Pvt. Ltd. 33 Antaryami Traders Pvt. 568418 Ram Krishna Bhattacherjee and Sukumar Ghosh are the Ltd. (AALCA7880J) common directors in Triala Dealers Pvt. Ltd., Helot Properties Pvt. Ltd., Antaryami Traders Pvt. Ltd., Muchmore Vincom Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd., Mobixa Distributors Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., and Reachsmart Construction Pvt. Ltd. 34 Consideration Vincom 519798 Off market transaction by Consideration Vincom Pvt Ltd Pvt Ltd Pvt Ltd Pvt Ltd with Sanklap Vincom Pvt. Ltd. in Ecowave Infotech (AAECC2491A) Ltd. 35 Duari Marketing Pvt. 517572 Off market transaction of Duari Marketing Pvt. Ltd. with Ltd. (AAECD9323N) Antaryami Traders Pvt Ltd., Sidhiman Vyapaar Pvt Ltd. Gajgamini Merchandise Pvt. Ltd. in the scrip of Mahadushi International Trade Ltd. 36 Dreamlight Exim Pvt. 478074 Rabindar Singh Manget is common director in Cheroot Ltd. (AAECD5782B) Vanijya Pvt. Ltd., Dreamlight Exim Pvt. Ltd., Antaryami Traders Pvt. Ltd., Gajgamini Merchandise Pvt. Ltd. 37 Overarching Dealers 460382 Tripurari Dubey is common director in Sebika Commodities Pvt. Ltd. Pvt. Ltd., Overarching Dealers Pvt. Ltd., Vilohit Property (AABCO6949E) Pvt. Ltd. 38 Shallot Dealtrade Pvt. 444003 Off market transaction of Shallot Dealtrade Pvt. Ltd. with Ltd. (AARCS4827R) Shivsathi Mercantile Pvt. Ltd. and Good Point Impex Pvt. Ltd. in the scrip of Sharp Investment Ltd. & Channel Nine Ltd. 39 Sk Khemka 431612 Off market transaction of S. K. Khemka has off market (AFPPK2503Q) transactions with Duari Marketing Pvt. Ltd.Rochak Vinimay Pvt Ltd And Rochi Dealcom Pvt Ltd in the shares of Kailash Auto Finance Ltd. 40 Goldensight 392000 Off market transaction of Goldensight Management Pvt Ltd Management Pvt Ltd with Cheroot Vanijya Pvt. Ltd. in the scrip of Lifeline Drugs (AAFCG0066N) & Pharma Ltd. and NCL Research and Financial Services Ltd. 41 Mahamani Tradelink 392000 Biplab Guha is common director in Kapeeshwar Vintrade Pvt. Ltd. Pvt. Ltd., Sinjan Overseas Pvt. Ltd. and Mahamani (AAHCM8752F) Tradelink Pvt. Ltd. 42 Shallot Tie-Up Pvt. Ltd. 327873 Off market transaction of Shallot Tie-Up Pvt. Ltd. with (AARCS5133J) Helpful Investment Advisory Pvt. Ltd. and Goodpoint Impex Pvt. Ltd. Shivsathi Mercantile Pvt. Ltd. In The Scrip Sharp Investments Ltd.

43 Rajgharana Agencies 320000 Jagdish Agarwal being common director in Rajgharana Pvt. Ltd. Agencies Pvt. Ltd., Bahubali forex Pvt. Ltd. & Touchwin (AAFCR2462P) Commercial Pvt Ltd. 44 Mobixa Distributors 278305 Sukumar Ghosh and Bimal Dutta are the common directors Pvt. Ltd. in Cheroot Vanijya Pvt. Ltd., Core Commodities Pvt Ltd., (AAICM4750C) Triala Dealers Pvt. Ltd., and Mobixa Distributors Pvt. Ltd. 45 Arise Dealcom Pvt. 271474 Off market transaction of Arise Dealcom Pvt. Ltd. with Ltd. (AAJCA5108R) Signet Vinimay Pvt. Ltd. and Apex Commotrade Pvt. Ltd in the scrip of Concrete Credit Ltd. 46 Rangan Vincom Pvt. 202800 Debendra Das and Sanjay Chatterjee are common director in Ltd. (AAGCR1715E) Rangan Vincom Pvt. Ltd., Ladios Trading Pvt. Ltd.

47 Signet Vinimay Pvt. Ltd. 152000 Abhiset Basu & Pradip Dey are common director in Signet (AAMCS1712Q) Vinimay Pvt. Ltd., Winall Vinimay Pvt. Ltd., Runicha Merchants Pvt. Ltd., 48 Kapeeshwar Vintrade 148000 Biplab Guha is common director in Kapeeshwar Vintrade Pvt. Ltd. Pvt. Ltd., Sinjan Overseas Pvt. Ltd. and Mahamani (AAECK7329P) Tradelink Pvt. Ltd. 49 Touchwin Commercial 117972 Jagdish Agarwal being common director in Rajgharana Pvt. Ltd. Agencies Pvt. Ltd., Bahubali forex Pvt. Ltd. & Touchwin (AAECT1846Q) Commercial Pvt Ltd. 50 Ladios Trading Pvt. Ltd. 76500 Debendra Das and Sanjay Chatterjee are common director in (AACCL3868N) Rangan Vincom Pvt. Ltd., Ladios Trading Pvt. Ltd.

51 Katyani Commodities 64000 Promod Barik is common director in Reachsmart Dealtrade Pvt. Ltd. pvt. Ltd., Sebika Commodities Pvt. Ltd. and Katyani (AAECK6244R) Commodities Pvt. Ltd. 52 Runicha Merchants Pvt. 37000 Abhiset Basu & Pradip Dey are common director in Signet Ltd. (AAECR0580M) Vinimay Pvt. Ltd., Winall Vinimay Pvt. Ltd., and Runicha Merchants Pvt. Ltd. 53 Spice Merchants Pvt. 21000 As per the KYC submitted by the trading member 'Calcutta Ltd. (AAPCS7492G) Stock Exchange Ltd' for its clients 'Winall Vinimay Pvt. Ltd. Ltd and Spice Merchants Pvt. Ltd, both the clients have common phone number, i.e., 9836488845 54 Core Commodities Pvt. 15000 Sukumar Ghosh is the common directors in Reachsmart Ltd. (AAECC2931M) Construction Pvt. Ltd., Cheroot Vanijya Pvt. Ltd., Core Commodities Pvt Ltd., and Vishnudham Marketing Pvt. Ltd., Muchmore Vincom Pvt. Ltd Grand Total 99672750

Annexure C - Top Beneficiaries Sl. No. Client Name Client PAN Total unit sold 1 Rahul Agarwal AEXPA9696R 5500000 2 Vikas Agrawal AFBPA9883M 5500000 3 Om Prakash Agarwal ACIPA3823H 5000000 4 Hitesh Ramprakash Chhatwal ADSPC4388E 5000000 5 Om Prakash Agarwal HUF AAAHO5501J 4000000 6 Rajesh Ramswarup Sarda AHAPS4925M 3000000 7 Shilpa Agarwal AHQPK3316G 2953500 8 Dharam Paul ACGPP5575P 2775000 9 Neeraj Kumar AGVPK7036P 2760000 10 Charanjeet Singh ADWPS5227Q 2500000 11 Rajesh Ramswarup Sarda HUF AADHS2286M 2000000 12 Kavita Jain AANPJ9910B 2000000 13 Sanjeev Jain ACFPJ3817P 2000000 14 Geetha Jain ADEPG7030K 2000000 15 Veena Rajesh Sarda AHAPS4880R 2000000 16 Ramasamy Santhamani ALJPS3141G 2000000 17 Satish Jain AAFPJ6142B 1875000 18 Dhirajkumar Khetan AAWPK2634C 1600001 19 Vikrant Kumar Khetan AAWPK2621F 1600000 20 Gaurav Bhalotia ADAPB9680Q 1600000 21 Bhagwati Devi Patwari AEYPP3706L 1540000 22 N. Kanniah AAHPK8800D 1500000 23 Nikita Agarwal AOTPA7379H 1500000 24 Sanjib Kumar Patwari HUF AAPHS3236R 1220000 25 Priyanka Patwari ALSPK8179K 1220000 26 Sarika Patwari ABAPL2442E 1166000 27 S K Patwari HUF AAFHS3391K 1135000 28 Sanjay Kumar Patwari HUF AASHS7307E 1134000 29 Shaila Patwari AJFPP4973M 1107051 30 Sanjay Kumar Patwari AFPPP9576G 1060000 31 Sanjib Kumar Patwari AFRPP9205L 1060000 32 Ashok Mustapure AVRPM3683K 1009500 33 Krishna Agrawal ACHPA6428P 1000000 34 Nand Kishore Agarwal ACJPA2410P 1000000 35 Kuldeep Jaiswal ACVPJ4561C 1000000 36 Amit Jain AEFPJ8100B 1000000 37 Sajjan Kumar Patwari AEYPP3705K 1000000 38 Pratap Uttam Purohit AFZPP9994A 1000000 39 Chandadevi Ramswarup Sarda AHAPS4924L 1000000 40 Kanchan Jain AAHPJ9207D 993500

41 Sunil kumar Patwari AFVPP3401L 990000 42 Nitin Jain AEFPJ8101A 961000 43 A K Jain HUF AADHA7322L 943048 44 Adar Kumar Jain ADSPJ5280G 916193 45 Gobinda Chandra Pattanaik AJEPP2669K 825951 46 Ashok Kejriwal HUF AAFHA5405E 800000 47 Gurcharn Singh Baweja AAOPB3690D 800000 48 Mahesh Kumar Khetan AAWPK2620E 800000 49 Sangita Ketriwal ABTPK2380B 800000 50 Ashok Kumar Kejriwal ADHPK4175C 800000 51 Sweety Manglani AGAPM6677R 800000 52 Praveen Goud Adhikam ACOPA7454Q 750000 53 Sapna Goud Adhikam ADAPA1398J 750000 54 Ashish Singhania BFWPS0721Q 740000 55 Poonam Makin AEVPM9256K 713000 56 Ramesh Kumar Kedia HUF AAEHR9181H 700000 57 Saurabh Mittal ADDPM5232A 700000 58 Kapil Mittal ADDPM5233B 700000 59 Rekha Ajaykumar Agrawal AASPA2993A 650000 60 Jyoti Vardhan Sonthalia AADHJ8034N 625000 61 Sandhya Jain AAGPJ0189B 625000 62 Neetu Pratap Kalra AAXPK9087E 625000 63 Abhishek Agarwal AFTPA0939C 625000 64 Neelam Sonthalia AKVPS1234K 625000 65 Sangeeta Sachdev AODPS3657L 625000 66 Vinod Sukhani AYUPS6072L 625000 67 Rajyavardhan Sonthalia COKPS7477F 625000 68 Lakshmi Devi AADPD8227B 600000 69 Sunil Kumar Jain AAHPJ7196B 600000 70 Sunitha Mundada ABZPM2965N 600000 71 Ashok Kumar Gadodia ACEPG3335Q 600000 72 Aashesh Kumar Lalwani ACLPL9914H 600000 73 Het Ram AFVPR5490R 600000 74 Saloni Bhalotia AIKPK2010L 600000 75 Prashant Singh Gaur APBPG5512R 600000 76 Mohan Sharma ATUPS1008F 600000 77 Hardik Loknath Gambhir AWPPG7383P 600000 78 Sunil Kumar Patwari HUF AANHS6750A 580000 79 Dhruv Gaba AQNPG3627J 575000 80 Sandeep Mahendrabhai Shah AADPS4022M 565000 81 Bal Krishna Saraf HUF AAFHB5197N 550000 82 Neena Gaba AHQPG7050H 550000 83 Jolly Pathak AHGPP6057P 530000

84 Sunita Goyal AAFPG2351M 518000 85 Pratapsinh Ganpatrao Jadhav AAYPJ1003C 513373 86 Sher Singh Agarwal AAAHS9623K 500000 87 Dinesh Shersingh Agarwal AAAPA5629D 500000 88 Shiv Kumar HUF AABHS3053G 500000 89 Pushpa Rani Nagpal AABPN0865H 500000 90 Rajendra Neminath Shete AACHR9687J 500000 91 Sitaram Ashok Kumar HUF AACHS4243P 500000 92 Ramachandran Ananthan Pothi AACPP8620K 500000 93 Shersingh Agarwal AADPA3198C 500000 94 Sarda AAEHS0587A 500000 95 Sanjay Kumar Agarwal AAOPA1798H 500000 96 Anand Swaroop Rathi ABLPR8103M 500000 97 Shiv Kumar Nathany ABSPN6879P 500000 98 Anshu Agarwal ABYPA0389D 500000 99 Rajesh Rathi ACDPR7543Q 500000 100 Nirmala Devi Gadodia ACEPG3740P 500000 101 Abdul Jabbar Dagli ACUPD2136L 500000 102 Nilavati Niminath Shete ACZPS8442H 500000 103 Manisha Rajendra Shete ACZPS8514N 500000 104 Rajendra Neminath Shete ACZPS8515P 500000 105 Gaurav Goel ADYPG0561H 500000 106 Gautam Goel ADYPG0564C 500000 107 Divesh Agarwal AEBPA2498H 500000 108 Manju Rathi AECPR9207C 500000 109 Prakash Chandra Rathi AECPR9208P 500000 110 Sumanlata Gupta AEJPG5741F 500000 111 Vipin Shersingh Agarwal AEZPA0703K 500000 112 Dilipkumar S Jain AFEPJ8660G 500000 113 Rani Mishra AGHPM6638B 500000 114 Shweta Mishra AGHPM6664K 500000 115 Asha Rani Soni AJEPS8536L 500000 116 Sushila Tiwari AJEPT8702F 500000 117 Uma Sarda AKBPS4386G 500000 118 Niranjan Rajendra Shete BOTPS0314D 500000 Total 12,73,29,117

-Sd- RAJEEV KUMAR AGARWAL DATE: March 29th, 2016 WHOLE TIME MEMBER PLACE: MUMBAI SECURITIES AND EXCHANGE BOARD OF INDIA