Order in the matter of Omisha Agri Industries (India) Limited

WTM/RKA/EFD/ 185 /2016 BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA ORDER UNDER SECTIONS 11(1), 11(4), 11A AND 11B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1982 IN RESPECT OF OMISHA AGRI INDUSTRIES (INDIA) LIMITED (PAN:AABCO6831B); ITS DIRECTORS, VIZ. MS. SHARMILA DAS (DIN:03364437, PAN:AMHPD9189J), MR. SUSANTA DAS (DIN:03364470, PAN:ARUPD9825F), MR. BHOLANATH MAJI (DIN:03373407, PAN:ANVPM3551G), MR. RAJIB MONDAL (DIN:05245538, PAN:BLQPM6927A), MR. MANABENDRA CHAKRABORTY (DIN:05266729, PAN:AHYPC4447J), MR. TAPAN KUMAR POLLEY (DIN:05266733, PAN:AWIPP6778J), MR. BAPPA PAL (DIN:06605847), MR. BAPAN RUIDAS (DIN:06789666, PAN:BJKPR7315B), MR. DURGA CHARAN MUDI (DIN:06789683 PAN:AWLPM7483Q), MR. PRADIP DHARA (DIN:06789048, PAN: AUMPD7059E), MR. SRIKANTA RUIDAS (DIN:06789146, PAN:BHFPR1071R), MR. PRABIR KUMAR BAUL (DIN:06789166, PAN:AZGPB7889M) AND ITS DEBENTURE TRUSTEE, VIZ. OMISHA DEBENTURE TRUST (REPRESENTED BY TRUSTEE MS. SUMANA GARAI) 1. Securities and Exchange Board of India (“SEBI”) conducted a preliminary inquiry into the issuances of Non-Convertible Secured Redeemable Debentures ("NCSRDs”) by Omisha Agri Industries (India) Limited (hereinafter referred to as 'OAIIL' or 'the company') with a view to ascertain the possible non-compliances with the public issue norms stipulated under the provisions of Companies Act, 1956/2013 and other applicable laws including the Securities and Exchange Board of India Act, 1992 and SEBI Regulations/Guidelines. Pursuant to the preliminary inquiry, SEBI passed an ad interim ex parte order dated June 22, 2015 (hereinafter referred to as “interim order”) in respect of OAIIL and its directors viz., Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul and its Debenture Trustee, viz. Omisha Debenture Trust (represented by its trustee viz. Ms. Sumana Garai ), inter alia, in view of the following:

Order in the matter of Omisha Agri Industries (India) Limited i. OAIIL (CIN: U15400MP2012PLC028411) was incorporated on May 11, 2012 with the RoC, Gwalior having its registered office at 673,Tilak Bhumi Talaiya, Bhandarpara, Jabalpur, Madhya Pradesh, India- 482002. ii. The present Directors of the company are Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul. iii. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas and Mr. Durga Charan Mudi who were earlier directors of the company, have since resigned. iv. It is observed from a copy of Form 10 and copy of Debenture Trust Deed filed by the company with RoC that the company on May 17, 2012 created a charge of Rs. 100 Crore on its immovable properties, stocks in trade, plants and machinery, furniture and fixtures, book debts and vehicles to secure the issuance of debentures. The name of debenture trust is “Omisha Debenture Trust” (represented by trustee Ms. Sumana Garai) and the office of the trust is situated at 673, Tilak Bhumi Talaiya, Bhandarpara, Jabalpur, Madhya Pradesh, India- 482002 which is also a registered office address of the company. v. It is observed from the copies of the minutes of the meeting of the Board of Directors and minutes of EGM of shareholders of the company available on MCA website that the Board of the Directors of the company at the meeting held on May 14, 2012 and Shareholders of the company in EGM held on May 17, 2012 authorised the company to issue NCRSDs amounting to Rs. 100 Crores on a private placement basis. vi. …………………. vii. ………………… viii. …………………. ix. It is also observed from the copies of certificates of NCRSD provided by complainants that OAIIL allotted NCRSDs during FY 2012-13 and 2013-14 to at least 82 allottees and mobilised finds amounting to Rs.33,27,800/-. The Details of the same are as under-

Financial Year Number of investors Amount mobilised (in Rs.) 2012-13 66 27,58,000 2013-14 16 5,69,800 Total 82 33,27,800

2. By the interim order following interim directions were issued against OAIIL, its directors and its Debenture Trustee: “i. OAIIL shall forthwith cease to mobilize any fresh funds from investors through the Offer of NCRSDs or through the issuance of equity shares or any other securities, to the public and/or invite subscription, in any manner whatsoever, either directly or indirectly till further directions; ii. OAIIL (PAN:AABCO6831B) and its past/present Directors, viz. Ms. Sharmila Das (DIN:03364437, PAN:AMHPD9189J), Mr. Susanta Das (DIN:03364470, PAN:ARUPD9825F), Mr. Bholanath Maji (DIN:03373407, PAN:ANVPM3551G), Mr. Rajib Mondal (DIN:05245538, PAN:BLQPM6927A), Mr. Manabendra Chakraborty (DIN:05266729, PAN:AHYPC4447J), Mr. Tapan Kumar Polley (DIN:05266733, PAN:AWIPP6778J), Mr. Bappa Pal (DIN:06605847), Mr. Bapan Ruidas (DIN:06789666, PAN:BJKPR7315B), Mr. Durga Charan Mudi (DIN:06789683 PAN:AWLPM7483Q), Mr. Pradip Dhara (DIN:06789048, PAN: AUMPD7059E), Mr. Srikanta Ruidas (DIN:06789146, PAN:BHFPR1071R) and Mr. Prabir Kumar Baul (DIN:06789166, PAN:AZGPB7889M), are prohibited from issuing prospectus or any offer document or issue advertisement for soliciting money from the public for the issue of securities, in any manner whatsoever, either directly or indirectly, till further orders; iii.

OAIIL and its abovementioned Directors, are restrained from accessing the securities market and further prohibited from buying, selling or otherwise dealing in the securities market, either directly or indirectly, till further directions; iv. OAIIL shall provide a full inventory of all its assets and properties; v. OAIIL's abovementioned Directors shall provide a full inventory of all their assets and properties; vi. OAIIL and its abovementioned Directors shall not dispose of any of the properties or alienate or encumber any of the assets owned/acquired by that company through the Offer of NCRSDs, without prior permission from SEBI; vii. OAIIL and its abovementioned present Directors shall not divert any funds raised from public at large through the Offer of NCRSDs, which are kept in bank account(s) and/or in the custody of OAIIL; viii. OAIIL shall furnish complete information as sought by SEBI vide letters dated March 28, 2013, August 06, 2013, November 06, 2013 and August 12, 2014 including balance sheets of the company for FY 2012-13 to 2014-15 within 21 days from the date of receipt of this Order. ix.

The Debenture Trustee, viz. Omisha Debenture Trust (represented by trustee Ms. Sumana Garai), is prohibited from continuing the present assignment as a debenture trustee in respect of the Offer of NCRSDs of OAIIL and also from taking up any new assignment or involvement in any new issue of debentures, etc. in a similar capacity, from the date of this order till further directions.”

3. Vide the interim order, OAIIL and its directors were called upon to show cause as to why suitable directions/prohibitions under sections 11(1), 11(4), 11A and 11B of the Securities and Exchange Board of India Act, 1982 (hereinafter referred to as “SEBI Act”) including the following, should not be taken/imposed against them: “i. Directing them jointly and severally to refund the money collected through the Offer of NCRSDs along with interest, if any, promised to investors therein; ii. Directing them not to issue prospectus or any offer document or any advertisement for soliciting money from the public by issue of securities, in any manner whatsoever, either directly or indirectly, for an appropriate period; iii. Directing them to refrain from accessing the securities market and prohibiting them from buying, selling or otherwise dealing in securities for an appropriate period.” 4. Further, Omisha Debenture Trust (represented by its Trustee, viz. Ms. Sumana Garai) was also called upon to show cause as to why suitable directions/prohibitions under sections 11(1), 11(4), 11A and 11B of the SEBI Act including restraining it from accessing the securities market and further restraining it from buying, selling or dealing in securities, in any manner whatsoever, for an appropriate period should not be issued.

5. Interim order in the matter was passed on June 22, 2015 and was hosted on SEBI’s website. The interim order was also sent to the entities on June 25, 2015 through RPAD on the addresses available on record. As mentioned in paragraphs 24 and 25 of the interim order, OAIIL, its directors and Omisha Debenture Trust (represented by its Trustee, viz. Ms. Sumana Garai ) were required to file their replies to the interim order within 21 days from the date thereof. 6. Vide letter dated July 23, 2015, Mr. Bappa Pal (Director) submitted, inter alia, as under: i) He was unlawfully made director and his consent to become director was fabricated. Mr. Susanta Das forgetfully used his digital signature in making the appointment. ii) He was an agent of the company and was never a director as per the meaning of Companies Act. He was merely assigned the responsibility of collecting agents. iii) Some directors conspired against him. 7. None of the other entities filed any reply in the matter during the said period of 21 days or thereafter. In the interest of natural justice, an opportunity of personal hearing was provided to OAIIL, its directors and the debenture trustee on October 18, 2016, the notice whereof was sent to the entities vide letters dated September 12, 2016. The said information was also published on August 28, 2016 and August 29, 2016 in leading vernacular newspapers (Anand Bazar Patrika and Dainik Bhaskar) and one leading National English newspaper (Times of India).

However, all the entities failed to avail the opportunity of hearing on October 18, 2016. Considering the above, I am of the view the principles of natural justice have been complied with in these proceedings. I also find that that sufficient opportunities to file reply/submissions and appear for personal hearing have been provided to the entities and this matter should now be disposed of on the basis of the material available on record. 8. I have considered the interim order, the allegations levelled against OAIIL, its directors and Omisha Debenture Trust (represented by its Trustee, viz. Ms. Sumana Garai ) and the material available on record. The prima facie observations contained in this interim order were made on the basis of the material available on record i.e. information/documents obtained from the Ministry of Corporate Affairs' website i.e. 'MCA 21 Portal'; information/documents received from IHRPG; complaints received and the documents enclosed therewith. 9. The core allegation in the interim order is that OAIIL made a “public issue” of NCSRDs without complying with provisions of law regulating such public issues i.e. sections 56, 60, 73, 117B and 117C of Companies Act, 1956 and regulations 4(2)(a), 4(2)(b), 4(2)(c), 4(2)(d), 4(4), 5(2)(b), 6, 7, 8, 9, 12, 14, 15, 16, 17, 19 and 26 of Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (hereinafter referred to as “ILDS Regulations”).

10. As noted in the interim order, during the period FY 2012-13 and FY 2013-14, OAIIL had issued NCSRDs to 82 investors and had mobilized ₹ 33,27,800. The particulars of allotments are as under:

Financial Year Number of investors Amount mobilised (in Rs.) 2012-13 66 27,58,000 2013-14 16 5,69,800 Total 82 33,27,800 11. The findings of the interim order have not been disputed by any of the entities. Undisputedly, OAIIL issued NCSRDs amounting to ₹33,27,800 during the period FY 2012-13 and FY

2013-14 to 82 investors. Thus, by virtue of the proviso to section 67(3) of the Companies Act, 1956, the issuances of NCSRDs by OAIIL were public issues. In this regard, it is important to mention that all the controversies with regard to questions such as whether an offer to 50 persons or more is a public issue or private placement, SEBI's jurisdiction on issuance of securities including NCSRDs, intention/obligation to list such securities, etc. have been settled by the Hon'ble Supreme Court in its judgment and order dated August 31, 2012 in the matter of Sahara India Real Estate Corporation Limited & Ors. Vs SEBI & Anr. - Civil Appeal No. 9813 and 9833 of 2011 [(2013) 1 SCC 1] (hereinafter referred to as “the Sahara Order"). 12. I note that since the issuances of NCSRDs by OAIIL during the period FY 2012-13 and FY 2013-14 were public issues, it ought to have complied with the applicable provisions of the Companies Act, 1956 (read with the corresponding provisions of Companies Act, 2013) and ILDS Regulations as noted in the interim order. In the present case, there is no dispute as to the fact that OAIIL, while making the aforesaid “public issues” of NCSRDs, had not complied with the provisions of sections 56, 60, 73, 117B and 117C of the Companies Act, 1956, regulations 4(2)(a), 4(2)(b), 4(2)(c), 4(2)(d), 4(4), 5(2)(b), 6, 7, 8, 9, 12, 14, 15, 16, 17, 19 and 26 of ILDS Regulations.

Since the requirements of these applicable provisions and the relevant observations of the Hon’ble Supreme Court in the Sahara Order have been clearly stipulated in the interim order, I do not deem it necessary to reiterate the same and burden this order with the same findings. 13. In terms of section 291 of the Companies Act, 1956, the Board of Directors of a company shall be entitled to exercise all such powers and do all such acts and things as the company is authorized to exercise and do. Therefore, the Board of Directors being responsible for the conduct of the business of a company are liable for any non-compliance of law and such liability shall be upon the individual directors also. Section 56(1) and 56(3) read with section 56(4) imposes the liability for the non-compliance of the said provisions, on the company, every director, and other persons responsible for the issuance of the prospectus. The liability for non-compliance of section 60 of the Companies Act, 1956 is on the Company, and every person who is a party to the noncompliance of issuing the prospectus as per the said section.

Further, the directors of a company are also liable for action in case of contravention of the ILDS Regulations. 14. Mr. Bappa Pal, director of OAIIL has submitted that some directors of the company conspired against him and he was unlawfully made a director and his consent to become director was fabricated and Mr. Susanta Das forgetfully used his digital signature in making the appointment. He also submitted that he was an agent of the company assigned with the responsibility of collecting agents of the company and was never a director as per the meaning of Companies Act. In this regard, it is also important to note that he has never challenged his appointment as a director in OAIIL before any court of law. Thus, if it is his claim that he was fraudulently made a director in OAIIL, he ought to have challenged the same before a court of law, which he undisputedly failed to do. He has also submitted that Mr. Susanta Das forgetfully used his digital signature, however, he has not provided any evidence in support thereof. It is an undisputed fact that OAIIL made the allotment of NCSRDs during FY 2012-13 (66 allottees) and 2013-14 (16 allottees).

He was undisputedly a director of OAIIL when OAIIL mobilized funds from investors. In view of these facts and the roles and responsibilities of directors discussed hereinabove, I find that Mr. Bappa Pal was also responsible for the violations of OAIIL in this case. 15. There is no dispute as to the fact that Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul were the directors of OAIIL at the time when OAIIL authorized the issuances of NCSRDs to the investors. The board of directors of OAIIL at the time of the above mentioned issuances of NCSRDs being in control of its affairs, was under an obligation to ensure that these issuances were in compliance with all the applicable provisions of the Companies Act, 1956 and SEBI Act/ Regulations/ Guidelines. In my view, the above named directors of OAIIL at the time of the above mentioned issuances are also "officers in default" as defined under section 5 of the Companies Act, 1956 read with section 2(60) of the Companies Act, 2013. I, therefore, find that the above named directors of OAIIL are also responsible for its acts and omissions of OAIIL in this case.

16. Considering the above, I find that in respect of the issuances of NCSRDs by OAIIL during the financial years 2012-13 and 2013-14, OAIIL and its directors have failed to comply with the above-mentioned provisions of Companies Act, 1956 (read with the corresponding provisions of Companies Act, 2013) and ILDS Regulations. 17. It is important to mention that one of the consequence of the aforesaid non-compliance/violations is refund/repayment of subscription money to the allottees with interest as provided in section 73 read with section 56 of the Companies Act, 1956. With regard to liability to pay interest on the subscription money, I note that as per section 73 (2)

of the Companies Act, 1956 read with section 40(3)(b) of the Companies Act, 2013, the company and every director of the company who is an officer in default is jointly and severally liable, to repay all the money with interest at prescribed rate. In this regard, I note that in terms of rule 4D of the Companies (Central Government's) General Rules and Forms, 1956 read with rule 3(c) of the Companies (Prospectus and Allotment of Securities) Rules, 2014, the rate of interest prescribed in this regard is 15%. Accordingly, OAIIL and its directors namely, Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul are liable to pay interest to the investors (allottees/holders of NCSRDs) at such statutory rate of interest. 18. It is observed from a copy of Form 10 and copy of Debenture Trust Deed filed by the company with RoC that the company on May 17, 2012 created a charge of ₹100 Crore on its immovable properties, stocks in trade, plants and machinery, furniture and fixtures, book debts and vehicles to secure the issuance of debentures.

The name of debenture trust is “Omisha Debenture Trust” (represented by trustee Ms. Sumana Garai) and the office of the trust is situated at 673, Tilak Bhumi Talaiya, Bhandarpara, Jabalpur, Madhya Pradesh, India- 482002 which is also a registered office address of the company. It is an undisputed fact that during the time of impugned issues and allotment of NCSRDs, Omisha Debenture Trust / Ms. Sumana Garai was acting as the Debenture Trustee of OAIIL and Ms. Sumana Garai was responsible for the affairs of Omisha Debenture Trust at the relevant point of time. It is also an undisputed fact that Odisha Debenture Trust / Ms. Sumana Garai has never been registered with SEBI as a debenture trustee and that it acted on behalf of OAIIL as a debenture trustee. In view of the above, I find that Omisha Debenture Trust (represented by its trustee, viz. Ms. Sumana Garai ) has acted as an unregistered Debenture Trustee in violation of section 12(1) of the SEBI Act read with regulation 7 of SEBI (Debenture Trustees) Regulations, 1993. 19. In view of the foregoing, I, in exercise of the powers conferred upon me under sections 11, 11(4), 11A and 11B read with section 19 of the SEBI Act, hereby issue the following directions: i. OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr.

Prabir Kumar Baul shall within a period of three months from the date of this order, jointly and severally refund the money collected through issuances of NCSRDs to the investors with interest at the rate of 15% per annum from the date of receipt of money till the date of such refund or the redemption value as promised and accrued till the date of refund, whichever is higher. ii. Such refund shall be made only in cash through a Demand Draft or Pay Order. iii. OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul shall within fifteen days from the date of this Order submit to SEBI complete details of their assets (alongwith proofs thereof) certified by a peer reviewed Chartered Accountant. iv. OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul are permitted to sell the assets of the company and deposit the sale proceeds in an Escrow Account opened with a nationalized bank.

Such proceeds shall be utilized for the sole purpose of making refund/repayment to the investors (holders of NCSRDs) till the full refund/ repayment as directed above is made. v. OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul shall issue a public notice, in all editions of one English national daily and one vernacular daily with wide circulation, detailing the modalities for refund, including details of contact persons including names, addresses and contact details, within fifteen days of this order. vi. Within seven days of completion of refund/repayment as directed hereinabove, OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul shall file a certificate of such completion with SEBI from two independent peer reviewed Chartered Accountants who are in the panel of any public authority or public institution.

Such certificate shall be issued by the Chartered Accountants after verifying the relevant documents including bank accounts of the said entities and satisfying themselves that the refund has actually been made.

vii. For the purpose of this order, a peer reviewed Chartered Accountant shall mean a Chartered Accountant, who has been categorized so by the Institute of Chartered Accountants of India. viii. OAIIL and its directors viz. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul are restrained from, directly or indirectly, accessing the capital market by issuing prospectus, any offer document or advertisement soliciting money from the public and are further prohibited from buying, selling or otherwise dealing in the securities market, directly or indirectly, in whatsoever manner for a period of four years or till the date of refund of money to the investors (holders of NCSRDs) whichever is later. ix. Ms. Sharmila Das, Mr. Susanta Das, Mr. Bholanath Maji, Mr. Rajib Mondal, Mr. Manabendra Chakraborty, Mr. Tapan Kumar Polley, Mr. Bappa Pal, Mr. Bapan Ruidas, Mr. Durga Charan Mudi, Mr. Pradip Dhara, Mr. Srikanta Ruidas and Mr. Prabir Kumar Baul are also restrained from associating themselves with any listed public company and any public company which intends to raise money from the public, for a period of four years or till the date of refund of money to the holders of NCSRDs, whichever is later. x. Omisha Debenture Trust and Ms. Sumana Garai are also prohibited from buying, selling or otherwise dealing in the securities market, directly or indirectly, in whatsoever manner for a period of four years. xi.

For the purposes of paragraphs 19(viii), 19(ix) and 19(x) the period of restraint shall be counted from the date of the interim order. 20. The interim order cum show cause notice dated June 22, 2015 is disposed off accordingly. The above directions are without prejudice to the right of SEBI to take any other appropriate action for the violations found in this case or to initiate any action in case of failure to comply with the above directions, in accordance with the provisions of applicable laws including the proceedings under the provisions of section 28A of the SEBI Act. 21. The order shall come into force with immediate effect. A copy of this Order shall be forwarded to the recognized stock exchanges and depositories for information and necessary action. 22. A copy of this Order shall also be forwarded to the Ministry of Corporate Affairs/concerned Registrar of Companies for their information and necessary action.

Sd/-

DATE: November 1st, 2016 RAJEEV KUMAR AGARWAL PLACE: MUMBAI WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA