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Order against Multicolour Offset Ltd.

Securities And Exchange Board Of India31 May 2016

Ratio decidendi

The rule this decision rests on

Where a noticee is given repeated opportunities to be heard, does not appear at a scheduled personal hearing, and files no written reply to the show cause notice, the authority may decide the matter on the material on record. A listed company is under an obligation, under section 11 of the SEBI Act, to redress investor complaints in accordance with SEBI's advice and directions, in addition to its obligations under the Companies Act. Persistent failure to redress such grievances, in disregard of repeated SEBI advice, is a ground for directions under section 11B, because it adversely affects investor confidence in the securities market. Where a listed company has not obtained SCORES authentication as required by SEBI circular and has left investor complaints unresolved, SEBI may under section 11B restrain it from accessing the securities market and from buying, selling or dealing in securities, directly or indirectly, until it obtains SCORES authentication and resolves all pending investor grievances.

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

Judgment

As delivered

WTM/RKA/EFD/DRA II/58/2016 BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA ORDER UNDER SECTION 11B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 In respect of Multicolour Offset Limited 1. Multicolour Offset Limited (hereinafter referred to as ‘the company’) is a listed having its registered office at B-4/5, Khiranagar, S. V. Roard, Santacruz West, Mumbai 400 054. 2. SEBI vide its circular no. CIR/OIAE/1/2012 dated August 13, 2012 directed all listed companies to obtain SEBI Complaints Redress System (SCORES) authentication by September 14, 2012 and to take appropriate necessary steps within seven days of receipt of complaints through SCORES, so as to resolve the complaint within thirty days of its receipt. 3. However, since certain companies including Multicolour Offset Limited did not obtain SCORES authentication within the time period specified in the aforementioned circular, a public notice was issued on January 13, 2013, advising inter alia the companies to obtain SCORES authentication within seven days from the date of the advertisement, failing which SEBI would be constrained to initiate appropriate enforcement actions. However, the company still failed to obtain SCORES authentication. It was also observed that six investor complaints were pending against the company. 4. Since the company did not obtain SCORES authentication and failed to redress six investor grievances, SEBI issued Show Cause Notice (SCN) dated March 28, 2013 to the company calling upon it to show cause as to why suitable directions including direction to restrain it from accessing the securities market for a specified period should not be passed under section 11B of the SEBI Act. The SCN issued to the returned undelivered. Thereafter, on September 02, 2015, the SCN was served on the company by way of affixture at its registered office address. 5. An opportunity of personal hearing was granted to the company on November 24, 2015. The notice to this effect was served on the company on October 31, 2015 by way of affixture at its registered office address. However the company chose not to appear for the personal hearing on the scheduled date.

In the matter of Multicolour Offset Limited

6. I note that sufficient opportunities have been granted to the company and it is not keen to avail the same. I further note that the company has not even filed any written reply/submission to the SCN. In view of these facts and circumstances, I deem it appropriate to decide the matter on the basis of material available on record. 7. I note that as on May 06, 2016 the company had not obtained SCORES authentication, as required under SEBI circular dated August 13, 2012. I further note that as on May 06, 2016 five investor complaints out of six investor complaints as indicated in SCN were pending against the company for redressal. 8. I note that the investor complaints are pending unresolved since the year 2001. In addition to the obligations under the provisions of Companies Act, the company is also under an obligation to redress all investor complaints in terms of the advice/directions of SEBI, in view of the provisions of section 11 of the SEBI Act. However, the company has not shown any tenacity in resolving the investor grievances and in spite of repeated advice of SEBI, the said investor grievances are pending till date. 9. Failure to redress investor grievances, by a listed company adversely affects the confidence of investors in the securities market. In view of the foregoing, I am of the view that it is a fit case to issue appropriate directions under section 11B of the SEBI Act against the company as contemplated in the show cause notice issued to it. I, therefore, in exercise of the powers conferred upon me under section 19 of the SEBI Act read with sections 11 and 11B thereof, hereby restrain and prohibit Multicolour Offset Limited from accessing the securities market and from buying, selling or dealing in securities, directly or indirectly, in whatsoever manner, till it obtains SCORES authentication in terms of the SEBI circular dated August 13, 2012 and resolves all the investor grievances pending against it. The aforesaid direction is without prejudice to any other action that may be taken against the company and its directors in accordance with law. 10. This Order shall come into force with immediate effect. A copy of this Order shall also be served upon the depositories and stock exchanges for necessary action.

Sd/- Date: May 31st, 2016 RAJEEV KUMAR AGARWAL Place: Mumbai WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA

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