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M/S. Amrex Marketing Pvt. Ltd. vs Sebi

Securities Appellate Tribunal31 August 2021Tarun Agarwala

Ratio decidendi

The rule this decision rests on

A matter already adjudicated between the same parties on the same issue before a competent forum (here, the Company Law Board) cannot be reopened by the same appellant in a fresh proceeding, so the issue is no longer open to raise again. A complaint lodged on the SCORES platform against a company that has been compulsorily delisted cannot be entertained on that platform, in light of the circular dated 26 March 2018 which excludes delisted companies from SCORES; such a bar on the platform does not prevent the complainant from approaching the stock exchange by other means, and the appeal against the communication refusing to process it is accordingly dismissed.

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

Judgment

As delivered

BEFORE THE SECURITIES APPELLATE TRIBUNALMUMBAI

Date of Decision:31.8.2021

Misc. Application No.892 of 2021 And Misc. Application No.893 of 2021 And Appeal No.565 of 2021

M/s. Amrex Marketing Pvt. Ltd. Through its Authorised Representative/Director Registered Address: 26, Belvedere Road, Kolkata-700027. ...Appellant

Versus

1.

Securities and Exchange Board of India SEBI Bhavan, Plot No.C-7, "G" Block, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051.

2. Bombay Stock Exchange Ltd (BSE) 25th Floor, P.J. Towers, Dalal Street, Mumbai - 400 001.

3. Kamala Tea Company Ltd.

Through its director/authorised representative Regd. Office:3rd Floor, 240B, A.J.C. Bose Road, Kolkata - 700020.

2 4. Sajjan Kumar Agarwala

5. Suresh Kumar Agarwala

6. Sandhir Agarwala

7. Gulab Ghanshyamdas Vasvani

8. Shyam Sarkar

9. Dipak Choudhury

10. Iswar Prasad Agarwala

11. Madhu Agarwala

12. Rajani Agarwala

13. Rajani Agarwala

14. Suchita Agarwala

15. Suresh Kumar Dodrajka

16. Santosh Kumar Agarwala

17. Sandhir Agarwal (H.U.F)

18. Sajjan Kumar Agarwal (H.U.F.)

19. Suresh Kumar Agarwala (H.U.F.) 3rd Floor, 240B, A.J.C. Bose Road, Kolkata - 700020.

20. Kusum Agarwala 161/1 M G Road, Kolkata - 700 007.

21. Canara Robeco Asset Management Co. Ltd U65990MH1993PLC071003] Construction House, 4th Floor, 5 Walchand Hirachand Marg, Ballard Estate, Mumbai - 400001.

22. Allahabad Bank (since merged into Indian Bank), having Allahabad Bank Building, 1st Floor, 37, Mumbai Samachar Marg, Fort, Mumbai - 400 023.

23. Infund Management Ltd.

3 [CIN-U65991MH1994GOI076248] 18th Floor, Maker Tower 'F' Cuffe Parade, Mumbai-400005.

24. IndBank Merchant Banking Services Ltd. [CIN-L65191TN1989PLC017883], 1st Floor, Khivraj Complex 1, No.480, Anna Salai, Nandanam, Chennai 600 035.

25. Indian Bank Allahabad Bank Building, 1st Floor, 37, Mumbai Samachar Marg, Fort, Mumbai - 400 023. ..Respondents

Ms. Niharika Ahluwalia, Advocate with Ms. Sneha Kohli, Advocate for the Appellant. Mr. Sumit Rai, Advocate with Mr. Mihir Mody, Mr. Arnav Misra and Mr. Mayur Jaisingh, Advocates i/b. K. Ashar & Co. for Respondent No.1 SEBI.

CORAM: Justice Tarun Agarwala, Presiding Officer Justice M.T. Joshi, Judicial Member

Per: Justice Tarun Agarwala, Presiding Officer (Oral)

1. The present appeal has been filed against the

communication dated 25th March, 2021 whereby the

appellant's complaint has been disposed of by BSE 4

Ltd. There is a delay of 76 days in the filing of the

appeal. For the reasons stated in the application, the

delay in the filing of the appeal is condoned. The

application is allowed.

2. By the impugned order, the appellant was informed

that their complaint cannot be dealt with on the

SCORES platform since the Company against whom

the complaint has been made has been compulsorily

delisted by BSE Ltd.

3. The appeal has been filed on two folds. One is that

the Company should transfer the shares which they had

purchased in the year 2010 and the second aspect is

that the Company has not provided the exit offer under

the delisting notice.

4. In this regard, we find that with regard to the alleged

transfer of shares in favour of the appellant the

appellant had approached the Company Law Board

which was duly dealt with and the appellant's 5

application was duly disposed of. Consequently, it is

no longer open to the appellants to raise this issue

again,

5. In so far as the impugned communication is

concerned we find that by a circular dated 26th March,

2018 complaints against the Company which are

delisted cannot be dealt with on the SCORES platform.

Admittedly, the Company has been compulsorily

delisted by BSE in 2016. Thus, the complaint cannot

be dealt with on the SCORES platform. The appeal

fails and is dismissed summarily at the admission

stage. We, however, make it clear that it would be

open to the appellant to file a complaint before the

BSE( not on the scores platform) which if filed may be

dealt with in accordance with law. Misc. Application

No.892 of 2021 is also accordingly disposed of.

6. The present matter was heard through video

conference due to Covid-19 pandemic. At this stage it 6

is not possible to sign a copy of this order nor a

certified copy of this order could be issued by the

registry. In these circumstances, this order will be

digitally signed by the Private Secretary on behalf of

the bench and all concerned parties are directed to act

on the digitally signed copy of this order. Parties will

act on production of a digitally signed copy sent by fax

and/or email.

Justice Tarun Agarwala Presiding Officer

Justice M.T. Joshi Judicial Member RAJALA Digitally signed 31.8.2021 by

KSHMI NAIR RAJALAKSHMI H RHN Date: 2021.09.01 H NAIR 15:30:54 +05'30'

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