Order in respect of Eider Infotech Limited

WTM/PS/96/CFD/DEC/2015 BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA CORAM: PRASHANT SARAN, WHOLE TIME MEMBER ORDER Under sections 11(1), 11(2)(j), 11(4) and 11B of the Securities and Exchange Board of India Act, 1992 read with section 12A of the Securities Contracts (Regulation) Act, 1956 in the matter of non-compliance with the requirement of minimum public shareholding by listed companies In respect of Eider Infotech Limited (earlier known as Eider Telecom Limited)

1. Securities and Exchange Board of India (hereinafter referred to as "SEBI") had passed an interim order dated June 04, 2013 (hereinafter referred to as "the interim order ") with respect to 105 listed companies who did not comply with the Minimum Public Shareholding ("MPS") norms as stipulated under rules 19(2)(b) and 19A of the Securities Contracts (Regulation) Rules, 1957 (hereinafter referred to as "SCRR") within the due date i.e., June 03, 2013. The interim orderwas passed without prejudice to the right of SEBI to take any other action, against the non-compliant companies, their promoters and/or directors or issuing such directions in accordance with law. The interim orderwas to be treated as a show cause notice by those companies for action contemplated in paragraph 18 thereof.

2. The interim order was passed against Eider Infotech Limited (hereinafter referred to as "the Company") and Eider Telecom Limited. It is noted that Eider Infotech Limited was earlier known as Eider Telecom Limited. Accordingly, any reference to Eider Telecom and/or Eider Infotech in these proceedings shall be with reference to Eider Infotech only. The equity shares of the Company are listed on the Bombay Stock Exchange Limited ("BSE") and the National Stock Exchange of India Limited (“NSE”).

3. NSE, vide email dated July 30, 2015 stated that the name of the company was changed from ‘Eider Telecom Limited’ to ‘Eider Infotech Limited’with effect from December 01, 1999. NSE further stated that the scrip was suspended from trading on its platform. BSE (vide email dated July 10, 2014), while confirming that Eider Infotech Limited and Eider Telecom Limited are one and the same entity, stated that it did not carry out the name change (from Eider Telecom

Limited to Eider Infotech Limited) as the Company was not in compliance with all the requirements. BSE also stated that the trading in the shares of the Company was suspended since February 2002 for non-payment of annual listing fees.Further, BSE, vide email dated November 23, 2015 also intimated SEBI that the listing of the Company at other stock exchanges could not be ascertained as Annual Reports and Secretarial Audit Reports were not submitted by the Company.

4. I note that the interim order was forwarded to the Company vide SEBI letter dated June 05, 2013 and was received by the Company. However, no reply was submitted by the Company in the case. The Company had also received SEBI letters dated June 11, 2014 and June 17, 2014 informing it of the personal hearings scheduled on July 10, 2014 and August 01, 2014. However, the Company neither filed any response nor attended the personal hearing. As a final opportunity, the Company was afforded a final opportunity of personal hearing on October 08, 2015. Though, the SEBI letter dated September 10, 2015 communicating the schedule of the final personal hearing was acknowledged by the Company, it neither appeared on the said date nor submitted any response. As the Company failed to respond despite sufficient opportunities, no further opportunities need to be afforded and the matter could be proceeded on merits.

5. I have considered the interim order passed in the matter against the Company, its promoters and directors. The interim order was issued against the Company as it failed to maintain the minimum public shareholding of 25% as mandated under rule 19A of the SCRR and Clause 40A of the Listing Agreement read with section 21 of the Securities Contract (Regulation) Act, 1956 ("SCRA"). From the details seen in the BSE website, it is noted that the last filing of the Company’s Shareholding Pattern was for the quarter ended December 2006. As per this document, the promoters hold 82.01% and the public only hold 17.99%. The Company is therefore in violation of the MPS requirements.

6. Considering the fact that the Company has not complied with the MPS requirements till date in breach of rule 19A of the SCRR and Clause 40 A of the Listing Agreement read with section 21 of the SCRA, and such non-compliance being continuous in nature, it becomes necessary for SEBI, to confirm the directions issued vide the interim order against the Company, its directors and promoters/promoter group. Further, for proper regulation of the securities market and in view of the continuing nature of the violations committed by the Company, SEBI may also initiate other action, as appropriate in law, against the Company, its directors and promoters.

7. Accordingly, I, in exercise of the powers conferred upon me under section 19 of the Securities and Exchange Board of India Act, 1992 read with sections 11(1), 11(2)(j), 11(4) and 11B thereof and section 12A of the Securities Contracts (Regulation) Act, 1956, hereby confirm the directions issued vide the interim order dated June 04, 2013 against the company, Eider Infotech Limited (earlier known as Eider Telecom Limited) {the companies referred to in sr. nos. 79 & 105 in Table IV-Suspended Companies at page 8 & 9 of the interim order dated June 04, 2013}, its directors, promoters and promoter group.

8. This Order shall remain in force till further directions.

9. Copy of this Order shall be served on the stock exchanges and depositories for their information and necessary action.

PRASHANT SARAN WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA Date: December 01, 2015 Place: Mumbai