Interim Order in the matter of Mark Builders & Land Developers

Under Sections 11 (1), 11 (4) and 11(B) of Securities and Exchange Board India Act, 1992 read with Regulation 65 of the SEBI (collective Investment Scheme) Regulations, 1999 in respect of Mark Builders & Land Developers Limited (CIN: U70109PB2011PTC035700) and its Directors viz., Shri Gurnek Singh (DIN-05114376), Shri Sarabjit Singh (DIN-05114404), Smt. Kuljeet Kaur (DIN-05114417), Shri Gursharanpreet Singh (DIN-06581134) and Shri Narinder Sharma (DIN-0640614).

1. Securities and Exchange Board of India (hereinafter referred to as “SEBI”) received a complaint dated October 10, 2013 alleging that Mark Builders & Land Developers Limited (hereinafter referred to as "MBLDL") is illegally mobilising monies from public and not paying the redemption amount on maturity. The complainant also alleged that MBLDL collected more than `5 crores from public without permission from any government agency or regulators like SEBI & RBI. The complainant submitted copy of certificates and receipts issued to investors by MBDL, copy of commission chart and brochures, etc. along with his complaint:

2. As a matter of preliminary enquiry SEBI dated January 17, 2014, advised MBLDL to submit, inter-alia, Memorandum and Articles of Association, details of promoters / directors/ key management personnel etc., financial statements and Annual Tax Returns for last 3 years, details of schemes/ offers/ projects/ launched or debentures issued, if any, and number of investors and amount collected in each such plan/ scheme.

2.1. In response thereto, MBLDL vide letter dated February 10, 2014 submitted the following information through its lawyer (received on February 20, 2014) : (a) Memorandum and Articles of Association, (b) Details of past and present directors, (c) Balance Sheet and P&L Accounts for year ended 3/03/2012, (d) Annual returns for Assessment Year 2012-13, (e) Documents pertaining to plans and terms and conditions of plans which include copy of application form, general terms and conditions, agreement etc.

2.2. No information regarding schemes employed for mobilising monies from public was provided, the letter submitted following information pertaining to MBLDL.

2.3. Meanwhile, SEBI also collected following details / information in respect of MBLDL from Registrar of Companies, Chandigarh: (a) Memorandum and Articles of Association, (b) Form 1filled on 29/11/2011 & and Certificate of Incorporation, (c) Form 18 filed on 29/11/2011, (d) Form 32 filed on 29/11/2011, (e) Form 23 filed on 17/01/2012, (f) Form 62 filed on 17/01/2012, (g) Fresh Certificate of Incorporation upon Change of name on conversion to Public Limited Company, (h) Form 20B dated 28/08/2012 (i) Form 23 AC & Form 23 ACA 28/08/2012 (j) Form 32 dated 01/10/2012, (k) Form 32 dated 30/04/2013, (l) Form 23B for the period 29/11/2011 to 31/03/2012

2.4. On perusal of the aforementioned information/documents, SEBI vide letter dated June 24, 2014 advised MBLDL to submit detailed information regarding various projects undertaken by company and amounts collected in each project. Further MBLDL was also advised to provide information regarding the monies collected under its various plans and schemes like Star plan, Golden plan, Diamond plan, Platinum plan, Freedom plan etc.

2.5. Subsequently, MBLDL vide letter dated July 14, 2014 through its lawyer submitted the following: (a) Photocopies of 3 purchase deeds, (b) Copy audited Balance Sheet as on March 31, 2013, (c) Copy of Auditors' Report dated 31/03/014, (d) Copy of expression of interest for provisional booking of agricultural plot/ housing project/ commercial project, (e) Company profile and Down payment plans (f) A blank copy of acknowledgement letter 3. I have carefully considered the material available on record such as information and documents furnished by the complainant and the information gathered from MCA21 Portal, correspondence exchanged between SEBI and MBLDL and the documents contained therein, etc. In this context, the issue for determination is whether the mobilization of funds by MBLDL under its schemes fall under the ambit of "Collective Investment Scheme" provided in Section 11AA of the SEBI Act.

4. On examination of the material available on record, it is prima facie observed as under:

4.1. MBLDL (CIN: U70109PB2011PTC035700) was incorporated on November 29, 2011 having its registered office at: Building No. 19, 22 No. Phatak Road, P.O. Khalsa College, Amritsar, Punjab, India 143001. The directors of MBLDL are Shri Gurnek Singh (DIN- 05114376), Shri Sarabjit Singh (DIN-05114404), Smt. Kuljeet Kaur (DIN-05114417), Shri Gursharanpreet Singh (DIN-06581134) and Shri Narinder Sharma (DIN-0640614):

4.2. The Main Object clause as per Memorandum and Articles of Association of the company reads follows :

(a) To carry on the business of real estate and properties including purchase of real estate and development of land / premises / building, creation of plots for purpose of sale, lease & to carry on the development of colonizers & developers, construction of commercial / residential buildings, sale and purchase of properties on commission basis. (b) To act as contractors for any persons, Governmental authority for construction of building of all descriptions....., (c) To construct, execute, carry out, equip, improve, alter, develop, decorate, maintain, furnish, manage or control public and private works ...,

4.3. Certificates and pamphlets: • On perusal of brochures and pamphlets issued by MDLDL, it is observed that the company is collecting funds against plots under its "Plan 201, Plan 301, Plan 401, Plan 501, Plan 1101, Plan 1801 Silver, Golden Diamond, Star and Platinum Plans". Under these plans, ‘MBLDL’ accepts monthly, quarterly, half yearly and yearly instalments from public against plots of various sizes. The details of various schemes offered by MBLDL are illustrated as under: • Star Plan for 6 Years (Payment term -6 Years)

S.N Plot Payment ( in Rs.) Consideration Estimated Value (in Rs) Realizable (Sq Ft) Help in Value (After 6 case of years) (in Rs.) accidenta l death Montly Qtly Half Yearly (in Rs) Yrly 1 600 500 1500 3000 6000 36000 55,800 100000 2 1200 1000 3000 6000 12000 72000 1,11,600 100000 3 1800 1500 4500 9000 18000 108000 167400 100000 4 2400 2000 6000 12000 24000 144000 223200 200000 5 3000 2500 7500 15000 10000 180000 279000 200000 6 3600 3000 9000 18000 36000 216000 334800 200000 7 4800 4000 12000 24000 48000 288000 446400 200000 8 6000 5000 15000 30000 60000 360000 558000 200000 9 12000 10000 30000 60000 120000 720000 1116000 200000

• It is also observed that company mobilizes money from public under its Single Payment Plans for varying periods to be redeemed on maturity after a fixed period. The brochures also mention ‘Estimated Realizable Value’ on maturity. The details mentioned in the brochure with respect to the single payment plan is tabulated for reference:

Consideration Estimated Realizable Value at End of Term (in Rs.) Help in Plot Amount. (in case of (sq Plan Plan Plan Plan Plan Plan Rs.) accidental Ft) No.201 No.301 No.401 No.501 No.1101 No.1801 death (in 2 years 3 years 4 years 5-1/2 11 years 18 years Rs) years 5000 6328 7214 8152 10000 20000 50000 50000 83 10000 12656 14429 16305 20000 40000 100000 100000 167 20000 25313 28858 32609 40000 80000 200000 100000 333 25000 31640 36072 40762 50000 100000 250000 100000 417 50000 63281 72145 81524 100000 200000 500000 200000 833 100000 126563 144290 163047 200000 400000 1000000 200000 1667 250000 316406 360724 407618 500000 1000000 2500000 200000 4167 500000 632813 721449 815237 1000000 2000000 5000000 200000 8333 1000000 1265625 1442897 1630474 2000000 4000000 10000000 200000 16667

• From the pamphlet submitted by MBLDL vide its reply dated July 14, 2014, it is noted that MBLDL have investment plans such as Down payment Plan and Instalment Payment Plan (tenure 6 years). The details of these plans are illustrated as under:

Instalment Payment Plan (Application tenure -6 years) Sr. Unit Size Initial Instalment Requisite Earnest Refundable No Amount Frequency Amount (paid over 6 Amount Sq.yrds years 1 100 5000 Yearly 30000 43500 2 100 10000 Yearly 60000 87000 3 100 15000 Yearly 90000 130500 4 200 20000 Yearly 120000 174000 5 200 25000 Yearly 150000 217500 6 200 30000 Yearly 180000 261000 7 300 40000 Yearly 240000 348000 8 300 50000 Yearly 300000 435000 9 500 100000 Yearly 600000 870000 10 1000 200000 Yearly 1200000 1740000 Down Payment Plan Sr. Unit Requisite No Size Earnest Application tenure (Sq Yds) Amount 36 48 Months 72 Months 96 Months Months DP-36 DP-48 DP-72 Dp-96 Refundable Amount 1 50 10000 13700 15700 20000 26500 2 50 15000 20550 23550 30000 39750 3 50 20000 27400 31400 40000 53000 4 50 25000 34250 39250 50000 66250 5 100 30000 41100 47100 60000 79500 6 100 40000 54800 62800 80000 106000 7 100 50000 68500 78500 100000 132500 8 100 75000 102750 117750 150000 198750 9 200 100000 137000 157000 200000 265000 10 300 200000 274000 314000 400000 530000

4.4. On perusal of copy of application form, Expression of Interest Form and agreement submitted by MBLDL vide its reply dated July 14, 2014, the following are noted:

(a) The customers have to indicate whether they are applying for single payment or regular payment plans and have to give details of the payment being made with the application.

(b) The cost of plot includes cost of land, development charges and other inputs like saplings, plants, trees, crop planting expenses, maintenance and other miscellaneous expenses.

(c) The ‘Expression of Interest’ Form ("EOI") mentions that MBLDL is engaged in real estate. i.e. Agricultural land/ crops projects etc. The EOI form also mentions that in case the customer wishes to withdraw, the company shall deduct statutory Charges @ 50% of the amount paid by the applicant. The Acknowledgment Letter issued by Company to the customer after receiving EOI mentions payment plan & tenure and refundable amount.

(d) The following Clauses are noted from the Agreement entered between MBLDL and its customers: Clause 5( Possession) -“ The customer shall be owner in vacant physical possession of the said agriculture land at all times, after execution of the registered sale deed. MBLDL or its nominees shall enter upon the said agriculture land only for the purpose of undertaking development of said agriculture land as per the terms of this agreement between the customer and MBLDL be deemed to be manager/ tenant. The overall security of the said agriculture land shall, however, be the responsibility of MBLDL only till the expiry of the period of plan opted for by the CUSTOMER. However, MBLDL shall have the first charge on the said agriculture land on account of its unpaid instalments for services /development charges and for other incidental expenses incurred by MBLDL. The said agriculture land cannot, in any other manner be sold, assigned, mortgaged, pledged or alienated without obtaining NO DUES CERTIFICATE from MBLDL in case of Regular Payment and execution of registered sale deed.”

Clause 9 ( Sale of Produce) - “ Unless specifically directed otherwise by the Customer, MBLDL shall be responsible for arranging the sale of the produce, if any, out of the said agriculture land, on behalf of the Customer. For the Purposes of arranging the sale of the produce as aforesaid, MBLDL shall have the sole discretion to decide as to whether the produce shall be sold to the wholesale market and /or to semi-wholesale market, and /or to one or more marketing company of MBLDL or may decide to sell at to any other market which MBLDL may consider appropriate for the sale of a particular grade of produce.”

Clause 10 (Sale Price): “The task of sale of the produce undertaken by MBLDL under the provision of the aforesaid Clause 9, shall be subject to the condition that depending upon the grade of the produce harvested from the said agriculture land, market conditions and other relevant factors MBLDL may decide to sell the produce at such price which it may deem fit and reasonable in the circumstances prevailing at that point of time The net sale proceeds so obtained by MBLDL from the sale of the land produce, shall be accepted as final by the customer and no dispute shall be raised in respect of the same.” 4.5. The following terms and conditions are noted from the 'General Terms and Conditions forming part of the Expression of Interest for provisional booking of Agricultural/ residential/commercial Projects/ Units of MBLDL: i. "... The registration of this application and subsequent allotment of agricultural/ residential/ commercial unit or registration as beneficiary is at the sole discretion of the company and in case the unit is not allotted or registration as beneficiary is not accepted for any reason, the applicant shall not raise any objection. ii. while the company has made its best efforts to show/depict the designs of the various units/business proposals in all its Marketing and Communication material like brochure, website, leaflets, etc., the same may change due to design or any other constraint. iii. The amount received towards EOI Form to book specific type of unit or to register as beneficiary in projects will not guarantee an allotment/registration to the Applicant(s). In case the company is not able to allot unit/register as beneficiary as desired/ specified by the Applicant, the company will offer the closest equivalent of the said type of the unit/project..."

4.6. From the reply submitted by MBLDL vide letter dated February 10, 2014 & letter dated July 14, 2014, the following are noted: a. “ ......The company has purchased a big chunk of agriculture / residential land in different places. Under the company’s plan company receives applications from its customers for purchase and development of agriculture / residential land.”

b. The amount received against application for registration for plot/ commercial project etc. is called ‘Requisite Earnest Money’ and that the same is reflected in Balance Sheet on 31/03/2013 as ‘Advance against Investment’.

c. The best feature of and attraction of our plans is that we receive only requisite registration from our valuable customers at the time of execution of prescribed application form in the ‘Requisite Earnest Money’ is received from customer/investors at the time of Expression of Interest. The customer has an option to buy the plot as per his/her choice at any location wherever the company project's situated after depositing the sale price quoted by the company or he/she received registration amount as 'Refundable Amount' at the end of tenure of the opted plan. Most of our valuable Customers prefer to refund back the registration amount as ''Refundable Amount' with appreciation at the end of the tenure..." (emphasis added) 4.7. As per the audited financial statements for the year 2012-13, MBLDL has mobilised Rs 0.74 Crore from 323 accounts and the same is reflected in balance sheet as ‘Advance against Investments.’

5. The aforementioned features of various schemes of land/plots offered by MBLDL appears to be a 'Scheme'. In view of this, the schemes offered by MBLDL have to be considered in light of Section 11AA of the SEBI Act. The aforesaid Section 11AA, provides for the conditions to determine whether a scheme or arrangement is a ‘collective investment scheme’, reads as follows: “(1) Any scheme or arrangement which satisfies the conditions referred to in subsection (2) or sub-section (2A) shall be a collective investment scheme. Provided that any pooling of funds under any scheme or arrangement, which is not registered with the Board or is not covered under the exemptions from CIS sub-section (3), involving a corpus amount of one hundred Crore rupees or more shall be deemed to be a collective investment scheme. (2) Any scheme or arrangement made or offered by any person under which, (i) the contributions, or payments made by the investors, by whatever name called, are pooled and utilized solely for the purposes of the scheme or arrangement; (ii) the contributions or payments are made to such scheme or arrangement by the investors with a view to receive profits, income, produce or property, whether movable or immovable from such scheme or arrangement;

(iii) the property, contribution or investment forming part of scheme or arrangement, whether identifiable or not, is managed on behalf of the investors; (iv) the investors do not have day to day control over the management and operation of the scheme or arrangement.”

6. In the context of the abovementioned Section 11AA of the SEBI Act, the 'schemes' The offered by MBLDL are examined as under: i. The contributions, or payments made by the investors, by whatever name called, are pooled and utilized solely for the purposes of the scheme or arrangement. MBLDL solicits money from customers through its various schemes of land/plots. As per the brochure and marketing pamphlets issued by MBLDL is collecting funds against plots under its 'Plan 201, Plan 301, Plan 401, Plan 501, Plan 1101, Plan 1801 Silver, Golden Diamond, Star and Platinum Plans'. Under these plans, MBLDL accepts monthly, quarterly, half yearly and yearly instalments from public against plots of various sizes. It is also noted that MBLDL has investment plans such as 'Down payment Plan and Instalment Payment Plan (tenure 6 years)'. An investor/customer who is desirous of investment in schemes of MBLDL is required to make an application and indicate the payment plan and the details of the initial payment etc. It is noted from the copy of 'Registration Certificate' issued to an investor that no precise details of plot or the location of the property is specified in the said 'Certificate'.

The 'Registration Certificate' issued to the applicant/ investor and the 'Terms and Conditions' forming part of the said certificate does not indicate the ownership aspect of the plot/land under the schemes offered by MBLDL. Furthermore, an 'Estimated Realisable Value' which the customer/ investor is entitled to at the end of the term is mentioned in the 'Registration Certificate'. As per the reply dated July 14, 2014 MBLDL has mobilised money from the general public towards its application for registration for plot/ commercial projects etc., and that the same is reflected in the audited financial statement for the year 2012-13 as ‘Advance against Investment’. Admittedly, MBLDL has mobilised ` 0.74 Crore from 323 investors/ customers. It is also admitted by MBLDL that most of the customers prefer to seek refund of the 'Estimated Realisable Value' with the appreciation at the end of the tenure of the opted plan. In view of the aforesaid, it is clear that MBLDL is collecting funds from the 'customer(s)'/ investors for its scheme and the contributions/funds collected from the 'customer(s)'/ investors are pooled and utilized for the purpose of the 'scheme' offered by MBLDL.

Hence, the instant 'schemes' satisfy the first condition of "pooling of contribution or payments", stipulated in Section 11AA(2)(i) of the SEBI Act.

ii. The contributions or payments are made to such scheme or arrangement by the investors with a view to receive profits, income, produce or property, whether movable or immovable from such scheme or arrangement. From the 'Registration letter' issued by MBLDL to an investor, it is noted that MBLDL promises an 'estimated realizable value' after the expiry of term. For instance, In Plan 501 (for 5 years) for a plot size of 1500 sq.ft., if an investor invests `90,000/-, MBLDL is promising estimated realisable value as `1,80,000/- at the end of the term i.e. he/she is entitled to `90,000/- as returns. The 'Estimated Realisable Value' is not approximate estimation but a definite amount that the company assures its customers on maturity date. Further, in its reply July 14, 2014, the company also admitted that most of the customer prefer to refund of ‘Requisite Earnest Money’ with appreciation at the end of the tenure. If any customer wishes to buy plot, he/she (customer) has to apply in writing 3 months before the end of tenure. Therefore, it is evident that the investors / customers are investing in the ‘schemes’ floated by MBLDL with a view to receive profit/returns from the schemes. I therefore, find that the instant scheme also satisfies the second condition stipulated in Section 11AA(2) of the SEBI Act.

iii. The property, contribution or investment forming part of scheme or arrangement, whether identifiable or not, is managed on behalf of the investors. iv. The investors do not have day to day control over the management and operation of the scheme or arrangement. It is apparent from 'brochure, pamphlets application form, Expression of Interest Form, agreement and registration letter' that contributions made by the customers/investors towards the schemes offered by MBLDL are collected by MBLDL who in turn manage these funds on behalf of investors during agreed term of Plan. It is noted from the ‘Registration letter' that the investor is not provided with details in respect of the plot/land purchased and supposed to be allotted by MBLDL in future. It is noted from the clauses of the 'General terms and conditions' forming part of the Expression of Interest Form that the registration of application and subsequent allotment of agricultural/ residential/ commercial unit or registration as beneficiary is at the sole discretion of the company and in case the unit is not allotted or registration as beneficiary is not accepted for any reason, the applicant shall not raise any objection. Clause 4 states "The amount received towards EOI Form to book specific type of unit or to register as beneficiary in projects will not guarantee an allotment/registration to the Applicant(s). In case the company is not able to allot unit/register as beneficiary as desired/ specified by the Applicant, the company will offer the closest equivalent of the said type of the unit/project." Furthermore, the following Clauses mentioned in the agreement also indicate that the property, contribution or investment forming part of the schemes is managed by MBLDL: • Clause 9 ( Sale of Produce) - “ Unless specifically directed otherwise by the Customer, MBLDL shall be responsible for arranging the sale of the produce, if any, out of the said agriculture land, on behalf of the Customer. For the Purposes of arranging the sale of the produce as aforesaid, MBLDL shall have the sole discretion to decide as to whether the produce shall be sold to the wholesale market and /or to semi-wholesale market, and /or to one or more marketing company of MBLDL or may decide to sell at to any other market which MBLDL may consider appropriate for the sale of a particular grade of produce.”

• Clause 10 (Sale Price): “The task of sale of the produce undertaken by MBLDL under the provision of the aforesaid Clause 9, shall be subject to the condition that depending upon the grade of the produce harvested from the said agriculture land, market conditions and other relevant factors MBLDL may decide to sell the produce at such price which it may deem fit and reasonable in the circumstances prevailing at that point of time The net sale proceeds so obtained by MBLDL from the sale of the land produce, shall be accepted as final by the customer and no dispute shall be raised in respect of the same.” In light of the abovementioned facts and circumstances, it is clear that the property, contribution or investment forming part of the schemes are managed by MBLDL on behalf of customers/investors and they do not have any day-to-day control over the management of the schemes. In view of above, I find that the instant schemes satisfy third and forth conditions stipulated in Section 11AA (2) of the SEBI Act.

7. The activity fund mobilization by MBLDL for allotment, development and maintenance and subsequent transfer of land, with a promise of return/"estimated realizable value at the end of the term', when considered in light of peculiar characteristics and features of such schemes, as discussed in the preceding paragraphs, prima facie satisfies all four conditions specified in Section 11AA (2) of the SEBI Act. I find that MBLDL is carrying on collective investment scheme under the garb of sale/development of plot (s) of land.

8. In this context, it is relevant to refer to the observation of the Hon’ble Supreme Court of India in the matter of PGF Limited & Ors. Vs. UoI & anr. (MANU/SC/0247/2013), it was observed: “…It is imperative that the transaction of the PGF Limited vis-à-vis its customers have necessarily to be examined as to its genuineness by subjecting itself to the statutory requirement of registration with the second respondent followed by its monitoring under the regulations framed by the second respondent. All the above factors disclose that the activity of sale and development of agricultural land propounded by the PGF Limited based on the terms contained in the application and the agreement signed by the customers is nothing but a scheme/arrangement…….Such pooled funds and the units of land are part of such scheme/arrangement under the guise of development of land.”

9. I note that in terms of Section 12(1B) of the SEBI Act, 1992, “no person shall sponsor or cause to be sponsored or cause to be carried on a ‘collective investment scheme’ unless he obtains a certificate of registration from the Board in accordance with regulations”. Regulation 3 of the SEBI (Collective Investment Schemes) Regulations, 1999 ("CIS Regulations") also prohibits carrying on CIS activities without obtaining registration from SEBI. Therefore, the launching/ floating/ sponsoring/causing to sponsor any 'collective investment scheme' by any 'person' without obtaining the certificate of registration in terms of the provisions of the CIS Regulations is in contravention of Section 12(1B) of the SEBI Act and regulation 3 of the CIS Regulations. It is noted that MBLDL has not obtained any certificate of registration under the CIS Regulations for its fund mobilizing activity from the public, under the schemes offered by it. Considering the above, I am of the view that MBLDL is prima facie engaged in fund mobilizing activity from the public, by sponsoring or launching 'collective investment schemes' as defined in Section 11AA of the SEBI Act without obtaining a certificate of registration from SEBI as required under Section 12(1B) of the SEBI Act and the CIS Regulations.

10. It is noted that Shri Gurnek Singh (DIN-05114376), Shri Sarabjit Singh (DIN-05114404), Smt. Kuljeet Kaur (DIN-05114417), Shri Gursharanpreet Singh (DIN-06581134) and Shri Narinder Sharma (DIN-0640614). are/were the Directors who are in charge of and responsible for the day to day affairs of MBLDL.

11. Further, the activity of illegal mobilization of funds by MBLDL through its schemes, prima facie, amounts to a fraudulent practice in terms of Regulation 4(2)(t) of SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market), 2003 ("PFUTP Regulations").

12. Protecting the interests of the investors is the first and foremost mandate of SEBI. Under the abovementioned circumstances, SEBI has to take immediate steps to prevent activities of companies or persons defrauding the investors and damaging the orderly development of the securities market. In order to ensure that MBLDL and its Directors do not collect further funds under its schemes and to safeguard the assets acquired by MBLDL and its Directors from the funds of the investing public until full facts and materials are brought and final decision is taken in the matter, it becomes necessary for SEBI to take urgent preventive action by way of this interim measure. In the light of the investor complaints and also the fact that as such MBLDL did not submit complete details / information as sought by SEBI, I find no other alternative but to take recourse through an interim order against MBLDL and its directors/ promoters.

13. In view of the above, I, in exercise of the powers conferred upon me under sections 11(1), 11B and 11(4) of the SEBI Act, 1992 read with CIS Regulations and PFUTP Regulations, hereby direct Mark Builders & Land Developers Limited (CIN: U70109PB2011PTC035700) and its Directors viz., Shri Gurnek Singh (DIN-05114376), Shri Sarabjit Singh (DIN- 05114404), Smt. Kuljeet Kaur (DIN-05114417), Shri Gursharanpreet Singh (DIN-06581134) and Shri Narinder Sharma (DIN-0640614): (i) not to collect any fresh money from investors under its existing schemes; (ii) not to launch any new schemes or plans or float any new companies to raise fresh moneys; (iii) to immediately submit the full inventory of the assets including land obtained through money raised by MBLDL; (iv) not to dispose of or alienate any of the properties/assets obtained directly or indirectly through money raised by MBLDL; (v) not to divert any fund raised from public at large which are kept in bank account(s) and/or in the custody of MBLDL; (vi) to furnish all the information/documents sought by SEBI vide letter dated January 17, 2014, within 15 days from the date of receipt of this order, including: (a) Details of amount mobilised and refunded till date, (b) Scheme wise list of investors and their contact numbers and addresses, (c) PAN numbers of the aforementioned Directors and (d) Details of agents along with address, money mobilized and commission paid.

14. This order is without prejudice to the right of SEBI to take any other action that may be initiated against MBLDL and its directors/promoters, in accordance with law.

15. The above directions shall take effect immediately and shall be in force until further orders.

16. This order shall be treated as a show cause notice and MBLDL and its directors may show cause as to why the plans/ schemes identified in this order should not be held as a ‘collective investment scheme’ in terms of the Section 11AA of the SEBI Act and the CIS Regulations and why appropriate directions under the SEBI Act and CIS Regulations, including directions in terms of Regulations 65 and 73 of the CIS Regulations should not be taken against them.

17. MBLDL and its abovementioned Directors may, within 21 days from the date of receipt of this Order, file their reply, if any, to this Order and may also indicate whether they desire to avail themselves an opportunity of personal hearing on a date and time to be fixed on a specific request made in that regard.

Place: Mumbai S. RAMAN Date: March 17, 2015 WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA